Peter Parker: ODST
by Captin Morgan92
Summary: Corporal Peter Parker, a respectable and well-known ODST, drops into the Marvel universe along with his team Alpha-Nine. They face unexpected challenges and face against strange and foreign enemies like the Kingpin. Peter finds himself as a teenager again and he and his team must adapt and adjust to their new lifestyle. High School is definitely going to be a pain for Peter.
1. Remembering I

_A/N: Welcome to a Spider-Man and Halo crossover story. In this, Peter Parker is an ODST, following the footsteps of his parents and Uncle Ben. This is an AU of Halo, but only slightly. Join Corporal Parker of the Orbital Drop Shock Troopers and his adventure to the Marvel universe. Perhaps he will encounter his double or not. Let us begin!_

 _DISCLAIMER: Halo and Marvel characters are not own by me. Halo belongs to Microsoft and Marvel belongs to Disney._

Corporal Peter Parker. An up and coming ODST. Training was as hard as they say. Corporal Parker is willing to drop feet first into hell straight into the enemy territory. Their enemy?

The Covenant.

Those ruthless, religious, and brutal bastards. Slaughtering any and all humans that were in their path. It didn't matter if you were young, old, civilian, or military. As long as they found you, you were nothing but a target to them. The Elites or Sangheili slaughter those with their plasma rifles or using their energy sword. The Jiralhanae, Kig-Yar, and sometimes the seemingly harmless Unggoy indulge in the flesh of humans, biting and chewing bits and pieces of their skin. It disgusted the veteran ODST-Parker was in his late thirties at most-as well as many service members of the UNSC.

Corporal Parker had a hardened expression. He had lost many-so many-to the damn Covenant. It infuriated the ODST when he saw a comrade get picked off by the aliens. Throughout his childhood, Parker had to frequently stay with his Aunt May since his parents were constantly being deployed somewhere in the galaxy. His Aunt lived on Reach with Uncle Ben, but he wasn't around much due to his service in the most badass military branch: The Orbital Drop Shock Troopers.

Sometime during 2531, Peter's parents were sent to Harvest to fend off the Covenant. The Covenant was encountered six years prior.

His parents gave sad, reassuring smiles to calm the teenage Peter. He was 17 or so, close to finishing his education. Peter prayed to god that they were going to come home safe and sound, unscathed. Teenage Peter had to stay with his Aunt May on reach. Uncle Ben had also been sent to Harvest as well.

Unfortunately and sadly, Peter and May had received news via a UNSC officer that both Richard Parker and Mary Parker had fallen in battle. Peter had cried himself to sleep that very night. May had cried, hoping that her husband would not suffer the same fate as Richard and Mary had. A week later, both May and Peter attended the funeral service for the two fallen ODSTs. (Both Richard and Mary had joined the ODSTs after five years of service in the UNSC Marines)

Months had passed before both Parkers received news on Uncle Ben. It was said that Uncle Ben (He was aboard the Spirit of Fire) was MIA along with many soldiers and crewmen aboard the Spirit of Fire. Peter had heard that Captain Cutter's family held out hope-as well as many of the family members that were connected to the soldiers and crewman aboard the SOF-that their loved ones were still alive. Peter noted that three Spartan IIs were MIA as well. Later, on that same night they gotten news about Ben, Peter was suddenly fueled with rage and determination. Rage because Peter had lost his parents and maybe his Uncle as well. (Even if Uncle Ben wasn't there, Peter always found that he was pretty kind and cool, growing up to admire him.)

Determination because he wanted to help in the war effort. The next morning, without the consent of May, at the age of 18 Peter had officially enlisted in the ODSTs, wanting to follow the footsteps of his deceased parents and missing Uncle Ben. Later, Peter had confronted May and told her his decision. Of course, being the only living relative left, she protested, saying and believing that the UNSC will win and everything will be alright.

" _No, Aunt May! It won't be alright! The UNSC needs every men and women to fight these bastards! I lost my parents, hell we've probably lost Uncle Ben to them! I will join, I will fight! Fight until I die! I WILL MAKE THOSE FUCKING BASTARDS PAY!"_ He had practically screamed at his Aunt after she protested.

Her reaction was one of shock. She was a gaping fish, never expecting such a reaction and harsh words from her Peter.

Peter apologized, but Aunt May assured him that it was fine. Tears welled up in her eyes, and soon flowed. Peter had hugged her and assured her that he'll come back. After he killed every covie bastard, of course.

Peter had two weeks until he was shipped off to a recruiting depot for ODSTs. Luckily, there was one on Reach. (The planet that he and his Aunt currently resided in.)

Peter worked hard in his academics. At school, may of his peers had stopped bullying him. The war affected everyone. Peter had informed his friends, Gwen, Mary Jane, Harry Osborn, and to some extent Liz Allan, that he had enlisted in the ODSTs.

They had varying reactions to his decision. Liz commented that it explained why he was _ripped_ all of the sudden. Mary Jane and Gwen looked fearful and worried. Harry looked worried but wished him luck.

Liz, being the popular cheerleader she was, had spread the news to almost everybody at the school. Flash and his jocks had stopped bullying him. The bully even went as far as to give him a bro-hug and wished him luck. Sally, well, she gave a quick kiss on Peter's lips, wishing him good luck and smiling the entire time as she embraced him. Peter wasn't prepared or expecting that to happen. Young Peter was oblivious that Liz, Mary Jane, and Gwen had envious looks along with disappointment. Harry chose not to comment, too shocked to say words. Sally had continuously made fun of Peter since freshman year. She was basically Peter's mortal enemy. She called him out and embarrassed him multiple times. Now she kisses him? Peter couldn't comprehend it, but he wasn't complaining.

On his final day at school, the entire school population had already wished him luck and hoped he would return home safely. Teachers stared at Peter either fearful for his life or total awe. Before his last days, Peter had been constantly working out, trying out various and difficult exercises to prepare for the intense boot camp and training that the ODSTs would force on him. It was very difficult and stressful, but in the end Peter had gone from weak, scrawny, and skinny to strong, tough, and ripped. Peter even went and got laser-eye surgery to correct his eyes. He didn't need to pay for it since the ODSTs provide that service to those who want it or need it. Now Peter didn't need glasses and he could see perfectly and clearly.

Mary Jane kissed his cheek and so did Gwen when he arrived to school for his final day before shipping to the ODST recruit depot for boot camp and training. Harry and Peter exchanged a very emotional bro-hug with Harry joking that Peter grew up so fast. The four laughed at that.

On that day at lunch, Peter was invited to sit with Flash, jocks, and the cheerleaders. Flash, like Harry, had commented that he grew up so fast. Peter rolled his eyes, but he gave a hearty laugh. Some cheerleaders had flirted with him with Liz Allan being the most notable.

" _Man, Petey, you've grown up so much. Now you can hang out with a big, bad girl like me. Maybe do some...bad things to me?"_ Liz had purred into his ear, making him blush uncontrollably and shudder. Luckily, no one noticed him or Liz. Something that the soon-to-be ODST was thankful for. Sally also, when no one was looking, flirted with Peter. All that he could think at the time was: _How? Why?_

He wasn't aware that joining the ODSTs would affect his reputation at school, not that he was complaining. It was...odd to say the least. Peter had gotten to hang out with Flash, Kenny, and Randy during P.E, but he also made sure to make time for his friends that were always there from the beginning.

It was on that final day that some girls, but mostly cheerleaders, had commented that Peter was remarkably handsome. It was also the day he had experienced his first real kiss. The one with Sally was not an exception, for Peter thought it was too quick to be considered a kiss.

When Peter near the restroom area, getting a drink of water from the water fountain located near the two restrooms, he was suddenly attacked by one latina cheerleader.

" _L-Liz!? W-What the hell?"_ Peter had stuttered since he was being forced up against the wall by Liz. She had some strength for a girl like her, Peter thought.

" _Petey,"_ She leaned in and purred into his ear. " _I've been wanting this to happen since day one."_ She whispered. Peter couldn't detect any lies, but he was confused at the time.

" _Wanting for what to happen?"_ He questioned in confusion.

" _This."_ Liz grinned before leaning in to capture his lips into her's.

"MMPH!" Peter's muffled yelp of surprise was caused by the unexpected action. He was unsure of what to do. Liz was literally forcing herself on him. It took him ten seconds to return the kiss, causing Liz to give a sound of approval. A moan perhaps?

Peter discovered that he was a very good kisser if the moans of approval and pleasure coming from the cheerleader were any indication. She gripped both collars of his shirt, pulled back, bringing Peter with her, and spun around, smashing her back against the tiled wall with Peter still lip locked with her. She relinquished her grip and her hands to help place the ODST recruit's hands on her hips. It was at this time that they began to initiate their 20-25 minute makeout session in the women's restroom. Corporal Parker couldn't remember how long the session lasted-for all he knew it could have lasted an hour. Though, he remembered that no one had disturbed or saw their fierce and passionate session. The ODST remembered that both he and Liz slammed into the wall multiple times since Liz wanted to change positions several times during the session.

Once their session was over, Liz gave Peter a saucy look with a hint of lust, something that Peter did not miss.

" _Hope you come back, soldier boy."_ She said before walking away, turning her head to give a coy smile to Peter as she retreated to god knows where.

After saying his final goodbyes to his peers and his close friends, Peter then bid farewell to his Aunt May. She cried her eyes out, but she looked proud. Peter was three quarters through his senior year, marking his education as incomplete, but that did not deter Peter's demeanor.

Soon, Peter and several other potential ODST recruits arrived to the recruit depot. Present Peter could not remember the exact location, but it was somewhere near New Alexandria. From that day forward for 16 weeks, Peter and several recruits were put through intense training that tested their physical and mental resolve. It was so intense that about a quarter of the recruits dropped out since they couldn't handle it. Despite his stress and the will to go home and hopefully lie down on his soft mattress, Peter was very determined to see this through. He followed his drill instructors instructions, helped in team activities, and helped those recruits who were about to break. He remembered that his drill instructors were the same ones who made his parents the toughest sons of bitches in the UNSC.

At the end of the 16 intense and brutal weeks, Peter and the recruits who remained had been put against a final test to see if they were worthy of the title _Helljumpers._

It was incredibly exhausting, intense, and hellish. Peter remained determined, pushing through any obstacles in his way (Literally and figuratively) and several had quit. In the end, Peter and the few recruits that passed had officially become Orbital Drop Shock Troopers. In that same boot camp, Peter had become quick friends with Taylor Miles, Kojo Agu, Michael Crespo, Nate Stacker, and Edward Buck. Since they were such close friends, officers see fit that they be placed in a six-man ODST team. The officers and drill instructors said that the six worked well together in a team. Their bond grew over time and grew dramatically once they were deployed to combat the insurrectionists that resided on their planet, Reach. Peter remembered the small augmentations that ODSTs were required to get.

For the next 18 years or so, Peter and Alpha-Nine were deployed on missions against the Insurrectionists for the first five years. It was complete bullshit that the Insurrectionists would still continue to fight even if humanity was endangered by an religious alien group. Either way, Alpha-Nine really put the hurt on those Innie bastards.

After their first five years as a team, Alpha-Nine was then deployed on the frontier to conduct operations against the Covenant. That meant having to be close and personal with the Covenant, and Peter would go into great detail of his encounter with every species, but that was too long. Peter got older and more experienced and grew a reputation within the UNSC much like the Spartans, but on a more lower level. During his operations against the Covenant, Peter developed a liking to close quarters and sharp knives. There was something satisfying about making the Covies suffer a slow and painful death with sharp objects.

Alpha-Nine returned to Planet Reach on July 23, 2552.

Then... _they_ came.

On July 24, 2552, the Covenant bastards came. Peter was both glad and enraged at the sight of the first Covenant cruiser. The UNSC suffered devastating losses to the Covenant. Finally, Peter had the chance to kill his first Covie bastard he saw on Reach. The six man team that Peter had bonded with decided on nicknames. Edward Buck was nicknamed Gunny since he has been promoted several times all the way up to Gunnery Sergeant. Kojo Agu was nicknamed Romeo, for he chose it. Michael Crespo chose the nickname Mickey. Taylor Miles decided that his nickname should be Dutch, saying that he drove a truck called the " _Flying Dutchman"_ a while back. Nate Stacker was nicknamed Rookie since he was a somewhat late entry during boot camp. Finally, Peter settled for the nickname _Hell-Spider_ for two reasons. One: He was always fascinated with Spiders, and two: Peter's been known for getting close to his target and essentially ' _ensnaring'_ his target, much like a Spider does to its prey. Basically, Peter approaches his target and strikes swiftly with his special made helljumper blade, designed with a teeth and fire at the tip of it. His ODST helmet was designed by Peter himself: A fire like design near the bottom of his helmet and Shark-like teeth at the bottom of his visor, like Dutch did. The chest plate of his armor had a large red Spider in the middle with red and orange flames surrounding it. His shoulder pads also had flame designs to them as well. Overall, his look was very intimidating even to a Covenant Elite, even a Zealot.

Mickey was the demolitions expert, Dutch was the heavy weapons expert, Romeo was the accurate sharpshooter, Gunny was the team leader, Rookie proved to be an expert at everything and so did Peter to some extent, but Peter was an expert in close quarters and melee weapons. Romeo commented that Peter was basically the Master Chief of their squad; a respected and extremely skilled Spartan II that valiantly fought the Covenant. In fact, Peter and the rest of the team were one of the few ODSTs who respected and looked up to the Spartan. It didn't matter if he killed four ODSTs, they knew it was out of self-defense.

During the Fall of Reach, the UNSC proved to be successful at first. The team (Named Alpha-Nine) first saw contact with the Covenant at an ONI base simply called _Swordbase._ The team of ODSTs worked together with Spartan B312 and Spartan B320 or Noble Six and Noble Two. The two Spartan IIIs charged headfirst while Alpha-Nine stayed behind them and provided much needed support. Peter even went toe-to-toe with an Ultra Sangheili and came out on top, for he _ensnared_ his prey. He was more experienced with close quarters and knives/melee weapons than the Ultra Elite, though Peter had swiftly and silently snuck up on the Elite and sank his _fangs_ into the neck of the Elite warrior in quick succession. The blades were so sharp that they instantly penetrated the Elite's shield, allowing easy access to its neck. The Elite went down and many grunts under his command scattered, but none remained alive as Noble Six had killed them all within ten seconds.

" _Nice job,"_ Noble Six complimented his skills.

" _Thanks,"_ Peter replied.

Alpha-Nine was impressed, all but Romeo.

" _Pfft, show off."_ Romeo said.

The team moved up through the base and encountered a Wraith tank that was fairly close but still far. Alpha-Nine witnessed Noble Six use his Target Locator and soon a barrage of missiles came down from above and destroyed/killed everything near the single Wraith. A few Marine came out to help hold the position. Noble Two ordered that Alpha-Nine and the six Marines that came out to stay put and hold this position, saying that Noble Six and her will be back shortly.

During the course of defending the position, Romeo had picked off Elites, Grunts, and Jackals that had come to invade Swordbase. There were no heavy Covenant vehicles once Six and Two returned. The Marines and ODSTs followed the two Spartan IIIs inside ONI Swordbase. They weren't even close to the elevator and yet they still encountered two Hunters. Hell-Spider and Noble Six took them down swiftly. Hell-Spider used his speed, something that was difficult in ODST armor, and went around the first Hunter and quickly, with all his might and strength, imbedded his sharp blade into the exposed spot of the Hunter in the back. The Hunter gave a cry of pain before falling. The brother didn't have time to roar in rage, for Noble Six had unloaded a shotgun shell in its back as well. Again, Noble Six complemented Hell-Spider and so did Noble Two, shocking Alpha-Nine to the core.

" _The hell, dude?!"_ Romeo had exclaimed.

They all made their way into the elevator, went down the lower levels, and picked off any Covenant resistance they found. Along the way, they met up with several Marines fending off Covenant infantry inside the base with Noble Five. Noble Five, Two, and Six lead the charge upstairs with several Marines and Alpha-Nine following close behind. They made short work of the Covenant bastards, Marines cheering with each death of an Elite or Grunt. Alpha-Nine whopped as soon as they killed a high ranking Elite.

Once they made it to the upper levels, the Marines stayed behind while the Spartans and ODSTs moved forward. They came to a destroyed section of the base and the ODSTs stumbled back in surprise, seeing a Covenant Corvette.

" _HOLY SHIT!"_ Hell-Spider exclaimed.

There was no time for chatter because of continuous assaults, Phantoms dropping in Covenant troops. Hell-Spider got close and personal with three cloaked Elites and they were unprepared for his sudden attack. They all were brutally murdered as Peter stabbed and slashed with his extremely sharp knife, calling it his _Fangs._

Romeo was somewhat useless due to the close proximity, but his pistol was satisfactory. Dutch managed to use his Laser against a Phantom, blowing it up to smithereens. Buck mowed them down with his MA37 Assault Rifle. Mickey blew shit up with his rocket launcher. Hell-Spider wondered how Mickey was able to carry that shit around and not get tired? His muscles must be aching and sore. Noble Four was above, shelling the bastards with his personal shotgun. Six was using Covenant weapons against them. Two and Five used their respective weapons: M6G Magnum and Noble Five's personally designed handheld M247H Heavy Machine Gun.

Soon, the waves of Covenant troops came to a halt. They retreated back to the Corvette instead. Alpha-Nine cheered while the Spartans looked on. Alpha-Nine's cheers grew louder once they saw two UNSC Longsword-Class Interceptors chase down the retreating Covie Corvette. They grew closer and closer then they retreated, tagging the Corvette. Moments later, a round from above tore through the Corvette, successfully destroying it.

" _HELL YEAH! OOH RAH!"_ Gunny cheered.

" _OOH RAH!"_ The rest of Alpha-Nine cheered, raising their fists in the air victoriously.

Alpha-Nine took part in missions against the Covenant and Hell-Spider proved most effective on all of them. Romeo grew envious, but was rather satisfied that Hell-Spider was killing the bastards in the most brutal way possible. As they went on missions, Alpha-Nine started to notice that Hell-Spider became more and more brutal with his tactics, more and more fierce and ruthless; they could practically feel the anger radiating off of him like radiation.

Once they took a break, taking refuge in a partially destroyed house, they decided to confront Hell-Spider about his sudden change of attitude in combat.

" _Hey, Hell-Spider,"_ Buck called over to Peter.

" _Yes, Gunny?"_ Hell-Spider replied, raising his head. He was looking down at a picture of his parents he always kept around in his chestplate.

" _What's with the sudden change of attitude? Not that I'm complaining, you've killed more Covies than all of us combined. So, what's brought this on?"_

" _Yeah,"_ Mickey entered the conversation. " _Any reason why you're acting like a brute on the field-except you have a more controlled anger-but nonetheless."_

Peter had contemplated on whether or not to respond, telling the truth or telling them a lie. He could trust them; they were there since boot camp for god's sake. They were like his brothers; brothers in arms. With a sigh, Peter began.

" _...Some UNSC officer told me a few weeks back that...my home was attacked. My school too. Everyone was dead there based on the report that a Marine squad filed. Covie bastards. They killed my Aunt-my only living relative-now they kill my friends!"_ Peter felt his anger flare up and began to take deep, calm breaths. " _Like my mom and dad wasn't enough. Maybe my Uncle, but he's MIA."_

Dutch, Romeo, and Rookie had entered before Peter had begun his explanation. The five stood in total silence, looking at Hell-Spider.

" _...Fucking Covenant bastards."_ Romeo scowled beneath his helmet. " _We're losing everyone."_ He sighed.

" _Tell me about it,"_ Rookie agreed with a nod. " _I heard that Noble Five of Noble Team is MIA. You know what that means."_

Everyone except Rookie gave a knowing nod. Almost in sync, everyone depolarized their helmet visors, allowing each other to see their face.

" _Fuck," Romeo took in a breath. "And I thought Spartan's weren't supposed to die."_

" _It's protocol that a Spartan is MIA. I could see why."_ Peter said.

" _Yeah, to keep people from believing that Spartans can truly die."_ Buck nodded.

" _Uh, I think we should get moving."_ Mickey suggested, pointing outside at the Covenant forces approaching.

" _Let's move!"_ Buck commanded. All of them, in perfect synch, polarized their visors and proceeded to head out.

The team took part in various missions, but the evac operation in New Alexandria was a shit-hole. The team had to be separated. Buck had to man the minigun of a Falcon and help get the wounded out. Mickey had been assigned to assist a few Marines at a hospital. Dutch and Romeo had been tasked with hit-and-run operations, destroying Covenant jammers that were deployed around the city. Rookie had been given the task of defending a Club located up high. That left Hell-Spider with Noble Six. The Spartan had requested that he wanted Hell-Spider to help assist him in the various objectives he had to complete, that is if Hell-Spider accepted. Peter did accept the assignment with the intent of killing any and all Covenant forces he encounters. They had to pay.

Noble Six and Hell-Spider hopped on a Falcon, flying around the city and following orders that were distributed by Noble Two. They destroyed shade turrets that the Covenant deployed on the rooftops, set Banshees aflame, and went around and eliminated Covenant jammers. One was at Club Errera, which was where Rookie was deployed. They eliminated the Covenant forces there, encountering resistance at the entrance and a pair of hunters, and proceeded to destroy the jammer. Rookie stayed behind with the couple Marines that survived, awaiting EVAC.

Soon, Hell-Spider and Noble Six came across several shade turrets being deployed on the rooftops surrounding the building that Six was supposed to regroup with Noble Team. They took down the shade turrets, but the Falcon suffered critical damage. Hell-Spider proved to be an excellent gunner throughout the mission. Once all the turrets were destroyed, Six maneuvered the Falcon to land on the platform that was extending. Soon, they filed out the Falcon to regroup with the remaining members of Noble Team.

Noble Team was going over their next move. Noble Two, in alarm, informed everyone that Covenant forces are evacuating, confusing all. Then, she informed them of an energy build up. Then, BOOM! A supercarrier began glassing nearby, forcing Noble Team and the ODST to retreat to the elevators. Hell-Spider rode with Two and Six while the others were in the other.

Peter could remember, throughout the op, that he saw Covenant cruisers fly in low over an area of New Alexandria and began glassing the area. It was a sight he would never forget. The Covenant responsible for the deaths of all his friends and his family. It was impossible to let go of that grudge.

Once the trip was over, Noble Team and the ODST rushed outside the elevator. Noble Two's sentence was cut short as she took a needle round to the head. Peter guessed that the glassing had some sort of energy that temporarily disabled Noble Team's energy shields.

Peter remembered Six shooting up at the phantom holding a Jackal sniper and holding Two's lifeless body. Noble One, Four, and Three opened fire as well, but it proved futile as the Phantom retreated. Peter was too shocked at the time to fire back. It was his first time seeing a Spartan die. It was a whole new experience. He got over his shock once he saw Six drag Two's lifeless body into the bunker. Peter couldn't remember what it was.

The rest was a rush. Six lit a flare once the glassing was over. Most of New Alexandria was ash and burnt; destroyed. It looked like a nuke had detonated in the middle of the city.

Hell-Spider still hasn't received word of the rest of his team. He hoped they were alive and well, hopefully kicking Covie ass. He and Six traveled to Swordbase along with Noble Team...or what remained of it.

Hell-Spider proved dangerous and a formidable foe on the battlefield. Elites wished to battle him. Grunts ran away in fear, calling him _Hell-Soldier._ Peter took pride in the nickname that Covenant soldiers had given him. From what Peter had learned, the Covenant referred the Spartans as _Demons_ and referred the ODSTs as _Imps_. He had found it somewhat humorous

Hell-Spider battled Covenant soldiers, went inside the damaged Swordbase, went underground to meet Catherine Halsey. They fended off waves of Covenant troops before they retreated inside to Halsey. Halsey explained that she needed to deliver a package. She gave it to Six, saying that he was chosen. Six said a few words before hooking the cage-like object into the back of his armor. They all went outside and Noble One ordered that Noble Three escorted Dr. Halsey to Castle base. Though, Halsey refused at first but Noble One insisted that she needed the escort. Halsey nodded in defeat before mounting a Pelican with Noble Three following shortly after. Noble Six, Four, One, and Hell-Spider entered another Pelican with One piloting the aircraft.

Both Pelicans took off and the ice below them exploded, falling down onto the base below.

What ensued was a rush for Peter. Two Banshees were hot on the Pelican containing the package. The Pelican took a few hits and Noble One had to take off his helmet to see. Hell-Spider glanced to the cockpit and saw blood oozing out of the nose of the once faceless Spartan. They had to jump out of the Pelican since the Banshees weren't letting up anytime soon. Luckily, Peter was equipped with a helljumper jetpack. Noble One counted down from three to zero silently, using his fingers. Once he said, "MARK!" Hell-Spider, Noble Six and Four jumped out the Pelican. As soon as Hell-Spider saw that he was about to hit the ground he immediately activated his jetpack, but that did not mean his landing was soft. Six and Four's landings were rough enough to take down their shields, yet they still got up.

The group of three proceeded forward and fought dozens upon dozens of Covenant troops. Hell-Spider snuck up on two minor Elites and quickly stabbed the first one in the neck and quickly took out the knife out of the dead Elite's neck and stabbed the other minor Elite through the mouth.

" _Nice knife,"_ Noble Four commented, bringing out his Kukri. " _But, I've got something better."_

Noble Four used his Kurki to take down a Zealot the three had countered. Purple Blood flew everywhere when the Kukri imbedded itself in chest of the Zealot.

" _Nice,"_ Hell-Spider nodded in approval with a smile, enjoying the work of art had Four had displayed.

" _Thanks,"_ Noble Four replied.

Soon, the four encountered a Scarab along the way. Four and Six cursed their luck while Peter gaped at the large vehicle. Peter heard the radio cackle, Noble One's voice reached his ears.

" _Noble, you've got...situation."_ Noble One's voice was strained.

" _Mother-we could get past this, sir!"_ Noble Four said with determination.

" _No you can't...not without help."_

" _Commander, you don't have the firepower!"_ Noble Four argued.

Suddenly, Noble One's Pelican flew above them and fired it's minigun at the Scarab.

" _I've got the mass."_

Realization dawned on all three UNSC soldiers.

" _Solid copy,"_ Noble Four's voice was filled with understanding. " _Hit 'em hard, boss."_

Noble One's Pelican turned right around, it's right wing ablaze.

" _You're on your own, Noble."_ The Pelican began firing its cannon at the Scarab. " _Carter out."_

It was at that moment that Peter had just learned the name of one of the Spartans. Something that no other UNSC soldier should know about. Maybe he was just overthinking it.

The Pelican made impact head first into the Scarab with a mighty explosion that caused the Scarab to be set ablaze with blue fire and topple over and fall down below. Seconds after, an explosion was heard from where the Scarab fell.

" _Crevice to the east."_ Noble Four stated. " _Let's go."_

From there, they encountered even more Covenant troops but they were mowed down by the three. They soon found themselves at the UNSC shipyard that contained the Pillar of Autumn. After clearing wave after wave of Covie troops, the Covenant Cruiser began approaching. Two Pelicans came out from the ship. One hovered in front of Six and Hell-Spider. The hatch was open and Captain Keyes stepped out while the Marines escorting him filed out and formed a defensive perimeter. Noble Six handed Keys the package that unknowingly contained the AI Cortana.

" _Good to see you, Spartan. Catherine assured me I could count on you."_ Captain Keyes said to the Spartan III as he examined the package.

" _Not just me, sir."_ Noble Six replied gravely.

The Captain placed a reassuring hand on the Spartan's right arm. " _They'll be remembered."_

Keyes retreated back into the Pelican with the package in both hands. He held it as if it was his duty to do so. He looked up and saw the Covenant Cruiser approaching. Keyes suddenly put two fingers to his ears.

" _Cruiser! Adjusting heading for the Autumn! Noble Four, I need fire on that Cruiser or we're not getting out of here! Do you copy?"_

" _You'll have your window, sir."_ Noble Four replied with conviction.

Keyes fully retreated back into the Pelican along with the four Marine escorts with him.

" _Bridge, this is the Captain. We have the package. Returning to the Autumn. Over."_

Peter and Hell-Spider were about to join the Captain in the Pelican, but both instantly pulled out their weapons at the sound of a Phantom. Six brought out his DMR while Hell-Spider retrieved his MA37.

" _Copy that."_ A Marine replied over the radio.

The Phantom approaching fired eight to ten shots-Peter couldn't remember how many exactly-to the Pelican above Keys. It took extensive damage to it's left wing, causing it to drop and fall near Hell-Spider and Six. Luckily, both managed to dive out the way, escaping from death once again. Both Hell-Spider and Six got on their knees and aimed at the Phantom that was now above the Mac Cannon where Four was positioned. The gunner inside the Phantom fired a burst of rounds at the two with Noble four dodging it all but unfortunately Hell-Spider took two plasmas to his arm.

" _AGGH!"_ He screamed in pain, feeling a burning sensation and warm liquid on his arm, causing him to fall backward. Out of the corner of his eye, Peter saw a Zealot be dropped into where Four was manning the cannon. He barely heard the Spartan aboard the Mac Cannon scream. Peter heard the sound he's come to familiarize with the cocking of a shotgun then a blast.

" _Who's next?!"_ Hell-Spider heard Emile shout. Next thing Peter heard was a growl and the sound of an energy sword piercing through armor and flesh, producing a grunt of pain from Noble Four.

" _I'm ready! How 'bout you!?"_ Four yelled before the sound of a knife piercing a shield and flesh reached Peter's ears.

Hell-Spider laid still on the metal floor, hissing in pain as the burning sensation on his arm wouldn't go away.

" _Lieutenant, Private, get aboard! We have to get the hell out of here!"_ A gruff voice said from the Pelican behind Peter.

" _Negative, I have the gun."_ Noble Six said with confidence before looking down on Hell-Spider. " _Get Hell-Spider some medical attention, now!"_

Peter remembered being dragged into the bay of the Pelican by two Marines. He could see the back of Captain Keyes' gray uniform. He remembered feeling intense pain when they took off the burnt armor to treat his plasma burn on his arm.

" _Good luck, sir."_ Noble Six wished the Captain luck before spinning around to get to the Mac Cannon.

" _Good luck to you, Spartan."_ Keyes had said in a grim tone before turning around with the package still in his hands, glowing blue. He kneeled down in front of Private First Class Parker and sighed.

" _Sir?"_ Peter remembered asking.

" _Get some rest, son. You'll need it."_

" _Yes...sir."_ Peter nodded, voice weak with exhaustion. The medic inside the Pelican started to work on the plasma burned that Peter had accumulated.

' _Good luck, Noble Six.'_ Was Peter's final thought before passing out. The fatigue was too much. He was only human, after all.

 _Present_

"Hey, Corporal" The gruff voice of a dark skinned Sergeant dressed in a standard UNSC Marine armor called.

"Yes, Sergeant Johnson?" Peter replied.

"Get you and your team ready for your drop. I already told Romeo and Dutch about it, but they seemed a bit preoccupied at the moment. Spread the word, will ya? The frigate's close to your targe on the Ark. Get your ass into third gear and get prepped!"

"Yes, sir. I'll get it done."

 _A/N: Hey, guys. Whew, that took a long time. Tell me what you think of it. I originally got this idea from my other fanfiction Spider-Man: Semper Fi. I thought it would be interesting, you know. Don't worry, Peter's journey will be continued on Installation 04 but in a short way. I actually read Halo: The Flood so you all will see how Peter fares on the Halo ring along with some other details for those who haven't read the book._

 _See you next time!_


	2. Remembering II

_**Disclaimer: I do not own Marvel or Halo. Their characters belong to Microsoft and Disney respectively.**_

 _ **I apologize for spelling/grammar errors in advance. I wanted to get this out and I will be sure to fix those mistakes.**_

* * *

He could vividly remember Halo and it's deepest, darkest secret. He recalled waking up on the _Pillar of Autumn_ , lying on a bed in the medbay. Some UNSC doctor on the ship had informed him of the injuries that Peter had sustained back on Reach. Peter had asked the doctor if Noble Six had successfully survived or at least made it out. The doctor said that they were unsure, but chances were extremely low. Then Peter asked about his team, holding on to hope that they made it out alive. Again, the doctor gave the same answer. Peter cursed.

Major Silva, an ODST officer, had walked in and introduced himself to Peter. He was aware of his actions on Reach and admitted that he was impressed. Not many ODSTs had been given unique names by the Covenant; everyone had just been referred as Imps by the Covenant.

Peter and Silva chatted for a few moments, discussing their tales of fighting the Covenant. Silva mentioned that Hell-Spider had garnered quite the attention within the UNSC ranks; Peter had liquidated more Covie troops than the average ODST. Silva openly expressed his distaste for Spartans, believing that Spartans such as the Master Chief were machines. He believed that the ODSTs are going to be the ones to lead humanity to victory, not some human-turned-machine. Peter didn't know if his opinion was biased. Was it based on the fact that Master Chief had killed four ODSTs? Peter shared his opinion of the Spartans. He honestly believed that they weren't as bad as everyone thought they were. Silva frowned once he learned that Peter respected the Spartans, but he chose not to comment. Silva told Peter to rest up and hoped that Peter would make a full recovery so that he could work side-by-side with him. Peter knew that deep down that Silva wouldn't be pleased with working with him. He guessed that he rubbed off on the Major in a negative way. He wasn't going to change his opinion just so that he could fit in with every other ODST.

In an hour or so, Peter was informed that the _Pillar of Autumn_ had just come out of slipspace. The Trooper heard some hush-hush conversations just outside the medbay. The crewman and personal talked about a strange ring-like world of some sort. Peter didn't like being kept in the dark, so he proceeded to get off his ass and find out what they had just discovered. He remembered rising up, groaning in discomfort. His injury that he had recently sustained hadn't really had time to heal, but it was slightly healed thanks to medical equipment and supplies.

The doctors had stripped him of his armor but they made sure to place them on a chair near the corner of the medbay. Peter pushed himself to grab his armor and be prepared for anything. For all he knew The Covenant could have followed them from all the way from Reach. He did not want to be in the medbay when the bastards attack. He wanted to be up in the front lines; he had vowed to kill every inhuman son of a bitch since the death of his parents and possibly his Uncle Ben.

Peter recalled stumbling outside the medbay. A nurse was walking by and she finally noticed him. She insisted that he get some much needed rest, but Peter wasn't having none of it.

" _I don't want to be in that damn place when the Covenant start attacking."_ Peter said to the nurse with his helmet tucked underneath his arm. He had to hold in a hiss. Plasma burns were a bitch.

The nurse reluctantly allowed Peter to leave to wherever he was going. Peter made way for the bridge, knowing that Captain Keyes resided there. He passed by dozens of personal. Marines nodded to him, fellow Troopers had greeted him and patted him on the back, and Navy crewman gawked at him like he was a damn Spartan.

Before he went to greet the Captain, Peter made a short stop at the armory. He didn't like the feeling of being weaponless and an easy target and it didn't matter where he was; he could be in the UNSC's finest and most strongest bunker and he would still feel like an enemy was nearby. It payed to be prepared.

Peter retrieved an MA37 Assault Rifle as well as a BR55. It was the ideal weapon of choice for the ODST. He already has his fangs, but having a weapon or two in hand oddly reassured Peter. He wasn't a sadist, but he didn't want to die just because he was unprepared. Hell-Spider made sure to grab two grenades then head onto the bridge which wasn't too far.

Peter had finally made it to the bridge after having a short conversation with two helljumpers. Rounding the corner, Peter made way to the front of the bridge to hopefully be filled in on every single detail. He stopped in his tracks halfway. A ring-like structure or world was just outside the glass of the bridge. He described it as a Halo and it turned out to be the exact name of the installation, though Peter had no knowledge of that yet.

Peter continued his short journey, and in a few short moments he stopped right behind Captain Keyes. He had his hands clasped behind his back and observing the ring.

" _Captain Keyes, sir._ " Hell-Spider saluted with his free hand. Keyes turned around to face the Private.

" _Ah,"_ Captain Keyes greeted, nodding for him to drop the salute. Peter did so. " _Hell-Spider, Private First Class Peter Benjamin Parker. Shouldn't you be resting?"_ He asked with an arched brow.

" _I don't like sitting around on my ass, following BS medical protocols, and resting in general, sir."_ Peter replied with dry humor.

" _I can see why,"_ Keyes muttered. " _Anything special I can do for you, Private?"_

" _No, sir. Maybe a promotion."_ He joked with a goofy smile, something that rarely happened to Parker.

" _Hmm,"_ Keyes hummed thoughtfully. " _I truly believe that you should be promoted. Hell, maybe up a rank or two, but you know that I cannot do that. Maybe when we get back to Earth I'll consider putting in a good word for you."_

" _Much appreciated, sir. Orders?"_

Keyes turned around to resume observing the ring. It was strange and ominous, and turned out to hold a dark secret within the ruins.

The Captain sighed. " _We've made a random slipspace jump in order to escape Reach. Cortana, the ship's newest addition, had made a jump to some coordinates based on some sort of artifact a while back. So...we're here. I'm contemplating on whether or not to investigate this strange object."_

The holopanel next to the glass screen that Keyes was looking through to look at the ring glowed for a moment before a blue woman appeared on the panel.

" _Captain, I've been scanning the interior of the ring and it looks like it can support life. It's an interesting design, I'll say."_ The woman with data scrolling across her body informed the Captain. She turned to look at Peter and appeared quite surprised. " _Oh, I didn't know we had guests, Captain."_

" _Just a soldier looking for new orders, Cortana. Nothing more."_ Jacob said.

Suddenly, the ship violently shook and crew members in the bridge began to furiously work at their stations.

" _Cortana, what just hit us!"_ Keyes spoke with alarm, gripping the holopanel to maintain his balance. Peter stumbled a bit before regaining his footing. He immediately placed on his somewhat damaged ODST helmet and shouldered his MA37, preparing to fight the Covenant.

" _The Covenant!"_ She gasped, appearing shocked. " _They've found us-followed us from Reach!"_

A grim expressing painted the Captain's face.

" _Damn it!"_ Peter cursed.

" _It was only a matter of time,"_ Keyes sighed. " _What are we dealing with, Cortana?"_

" _Sensors indicate that multiple bogeys are inbound and it looks like boarding craft are just right behind them."_ She answered. Even if she was an AI, Peter could see through her and he saw the worry flash around her body.

" _Damn,"_ Keyes muttered softly. " _Is it possible to land on that artificial ring? I don't care who or what built it just as long as we have a landing zone."_

" _Uh...roger that, Captain. Searching for possible landing areas now."_

" _Lieutenant!" Keyes barked towards a crewman at his station. The man seemed like he was struggling with something._

" _Yes, sir?"_ The LT replied.

" _I want all our weapons systems online and target any Covenant aircraft heading straight for us, understand?"_

" _Yes, sir!"_

Keyes then turned to the Private First Class beside him. " _Son, we're about to get hit. Hard. I have a hunch we're outnumbered, so I'm forced to land her on the ring's surface. Expect Covenant troops sooner or later. Regroup with the rest of the ODSTs aboard."_ He ordered.

" _Sir, what about the AI?"_ Peter asked, remembering the protocol for AIs when abandoning ship. It was important as to prevent the Covenant from discovering Earth and possibly many more colonies.

" _Do you understand me?"_ Keyes said in a strict tone, seemingly ignoring his previous comment.

" _Yes, sir."_

" _Good, now move!"_ He hurriedly ushered him. Peter rushed out the bridge. Jacob Keyes stared at the spot where the ODST had once occupied. " _Cortana, wake him."_

" _Aye aye, sir."_

Peter, Assault Rifle in hand, had rushed over to the area that held the HEVs aboard the Autumn. He knew that the ODSTs would be leaving the ship in a dangerous way. Along the way, Peter had already encountered Covenant forces, but they were killed quite easily. He had already found a corpse of a battered Marine, a pool of blood forming around the corpse. He ignored it and began to quicken his pace. He rounded a corner, brought out his blade, and stabbed the red armored Elite that he was almost about to collide into. Luckily, it was the only elite that lead a small horde of Grunts and four Jackals. He picked off the Grunts with small controlled bursts from his MA37. The Jackals were a whole different problem; their shield deflected bullets and almost shielded their entire body, but luckily there were some few exposed spots. He took down the Jackals without prejudice, honing his marksmanship skills to hit the exposed areas. The three went down without a hitch, but the last one proved to be a problem. Peter almost made the decision to use one of his two grenades but he immediately squashed that idea. The Jackal was smart, moving from cover to cover, crouching low so that the shield could deflect and block the bullets that came. However, the Jackal failed to notice a frag grenade near his feet and Peter used that to his advantage. With precise accuracy, Peter hit the grenade with his Battle Rifle, causing it to explode and kill the Jackal. Purple blood and limbs of the Jackal spewed all over the place and Peter took a second to admire his work before continuing on.

After getting into three or four firefights, Hell-Spider had successfully made it to the HEV area, though it took about 15 minutes. Many ODSTs were already there including Major Silva.

" _Took you long enough,"_ Silva said, voice dripping with agitation.

" _Sue me. I got into three firefights with Covenant troops. Alone."_ Peter scowled beneath his unique helmet.

" _Don't tell me, just some Grunts and a few Jackals?"_ Antonio Silva guessed.

" _Actually ran into an Elite Major and three Minors. Grunts were basically dead. Jackals proved to be a hell of a challenge. Bastards' smart."_

" _Really?"_ An incredulous female voice piped up. " _You mean to tell me that you took on three Elites alone, Grunts, and Jackals? Sorry if I call bullshit on that,"_

" _Stow it, McKay."_ Silva ordered strictly. " _Now's not the time. I've seen his record and he's tellin' the truth. Now get your act together!"_

" _We're leaving in pods, right?"_ Hell-Spider inquired. The many ODSTs in the room gave him an odd look. " _I just came from the bridge. Captain said he's going to try and land the ship on the ring."_

" _Damn right, we're leaving this ship using a different method."_ Silva said with a hidden grin. " _Alright, troops! The Captain is tired of company and wants us to leave this tub. As you may have already known, there's a construct down there fitted with atmosphere, gravity, and the one thing that Marines love like beer-and that's dirt beneath our feet."_

Silva paused to get the point across his fellow Troopers. His eyes glazed over each and every ODST gathered in the room.

" _Most of the crew-not to mention your fellow jarheads-will be leaving the ship in lifeboats. They'll ride to the surface in air-conditioned ships, sipping on their wine, and chomping down their appetizers. Not you, however. Oh no, you're going to leave this ship by a different method. Tell me, boys and girls...How will you leave?"_

Everyone in the room knew the answer to that. It was a performed ritual. Together, the ODSTs roared the answer. " _WE GO FEET FIRST, SIR!_ "

" _Damned right,_ " Silva nodded in approval. " _Now let's get into those pods. Move, move, move!"_

The Corporal shook his head. Now was a bad idea to divulge into his past. Standing up and shuffling to the door, Parker gave one last look to his temporary quarters. He stared at his bunk for a fraction of a second before quickly exiting the room to find Dutch and Romeo. They had a job to do. Peter could feel that the horrible war would finally be concluded. The UNSC and Covenant Separatists would stand victoriously over the prophet of Truth and his Loyalists. He could finally live free and alive if he were to survive this. Then, a saddening realization struck him.

He had no one left. His family and friends were presumed dead on Reach. Even if someone miraculously survived the invasion they surely must have died in the glassing. His Uncle Ben was MIA, Aunt May was probably burnt to a crisp along with his friends and peers. Well, the only family he really had left was Alpha-Nine and possibly their new addition, Captain Veronica Dare-who once dated Buck-but she remained on Earth with those ONI spooks. God knows what goes on inside ONI…

Rushing down the halls, Peter set out for someone within his team. He tried the mess hall, seeing that he frequently found Dutch and Romeo goofing off there, and his guess was correct. As he slowed his pace-but it was a considerably quick pace-Peter made way to the two ODSTs locked in an arm wrestling match.

"I'll...beat you this time, Dutch." Romeo grunted out, struggling to win the match. Dutch gave a confident grin and slowly pushed the other Helljumper's hand towards the table. Romeo started panting and used all of his mighty strength to fight back, but it was futile. Soon, Romeo's hand collided with the table harshly, bringing Romeo to draw his hand back and shake it.

"Damn, that stings!" Romeo exclaimed, shaking and rubbing his hand. "How is it that you keep winning?" He grumbled. He turned and finally noticed the Corporal.

"Oh, hey, Parker. What's up?" He greeted with a small smirk.

Parker kept his neutral expression. "Sergeant Major wants us to prepare for insertion."

Dutch stood up and dusted his hands, giving Peter a questioning look. "We using D77s or feet first?"

"Didn't he already tell you?" The ODST quirked an eyebrow. "You'd just disregard orders from someone as high ranking as him?"

"Yeah, he did tell us." Romeo said with a scowl. "But, you know him. Always wants us to be ready 30-45 minutes beforehand."

"He didn't mention that we were nearing our target?" Peter inquired.

"Nope," Dutch replied with a shake of his head. "Just goes to show how vague Sarge can be sometimes."

Corporal shook his head. "Anyway, I'd like to get ready early and not get my ass chewed off by a furious Johnson."

"Yeah," Romeo agreed bitterly. "My arms and ass are still sore from how many push-ups and squats I had to do."

"Hopefully the war will end here. I have a feeling it will." Dutch murmured.

"A feeling?" Romeo scoffed.

"Yeah, Romeo. It's called hope." Dutch gave a dirty to his friend.

"You could say I have hope." Peter shrugged. "I mean, with the Master Chief on our side as well as the Arbiter and several Elites-"

"Yeah," Romeo scoffed once again. "Working with the race that killed many of our soldiers. Great idea."

Peter continued despite being interrupted. "The tides have changed. Now, can we get going?"

Romeo and Dutch looked to each other before racing off to the armory to stockpile on weaponry. Peter followed afterwards and managed to catch up to them despite his late departure.

It took three minutes at most for the three to gear up. Mickey, Rookie, and Buck were already there, fitted with their respective armor. Peter grabbed an M7S SMG and a BR55 for the upcoming mission. Romeo, being the Sharpshooter of the team, picked up his SRS 99 Sniper along with an M6C. It was the standard loadout for a Sharpshooter like Romeo. Buck spoke to Romeo for a minute and stressed that he be as safe as possible, for he had accumulated a life-threatening injury in the form of a punctured lung thanks to a Brute Chieftain. Peter wasn't there to see Romeo get wounded in combat since he was separated from the drop, but fortunately his pod had landed somewhere near Rookie's position. What's even more miraculous was that both he and the Rookie were unconscious and stirred at the exact same time. Romeo had almost asphyxiated due to his punctured lung. Fortunately, the four had stumbled across a canister of biofoam at the train station. Applying the biofoam to the wound had tremendously helped Romeo but it was a temporary solution until they made it out.

Dutch decided on bringing a Spartan Laser and a M7S. Mickey chose to haul an M41 and a M7S. Buck went with the usual MA5C and M6C. Rookie was already geared and ready with his M7S and M6C. Once they were all done-they had already donned their armor-with picking magazines for their weapons like picking berries out of a bush they waited for further orders.

"So," Romeo grew a devious smirk as soon as he stood next to Gunny. "You planning on proposing to the Captain?"

Buck depolarized his helmet and gave Romeo a frightening glare. "What? Jealous?"

The Gunnery Sergeant's comment elicited a few chuckles and a hearty laugh from Dutch. Romeo frowned, grunting out his annoyance.

"No," He huffed out. His expression grew softer. "In full seriousness though, will you? It's obvious you two have a history."

Buck remained unresponsive, answering with nothing but silence. After a moment, Buck polarized his helmet and shouldered his MA5C. "...Maybe. After we survive hell." He replied in a grim tone.

"Not to be downer or anything," Peter interjected, staring at his _fang_ or known as his customized knife with red and orange flames running along the edges all the way to the tip of his knife. He had done the paint job before Alpha-Nine's drop into New Mombasa. A somewhat sad look appeared on his face, but the helmet made it invisible to his teammates. "If I do survive and we do manage to win...I really don't have much to go back to...Everyone I knew were on Reach. You know how that turned out…"

The atmosphere in the armory became dark and somber. Parker's teammates pitied the man before them. He had lost everything on Reach, so what else was left?

"...Didn't you mention something about your Uncle a while back?" Romeo said after what appeared to be an eternity. He was hesitant to mention this as he didn't want to break the man before him even more.

Peter shrugged, resuming on sharpening his already-sharp knife. Now that Romeo's got a good look at it, the knife didn't even look like a knife.

"Yeah, but he's MIA." He replied. The sound of a knife scraping metal echoed around the room and made Romeo wince at the sound. "Some BS type of MIA, though. He was aboard the Spirit of Fire when he went MIA. Like my parents, he participated in the battle for Harvest. The last time any UNSC personnel saw him was at Arcadia, evacuating Civilians. Actually, that was the last known location of the Spirit of Fire. The UNSC declared everyone aboard that ship MIA, and I heard that they were considering on labeling it lost with all hands. Hell, I remembered hearing three Spartans aboard that ship."

"Damn," Mickey hissed with a cringe. "Losing a whole ship along with three Spartans?"

"Yeah," Peter nodded. "Imagine my surprise…"

As soon as Peter finished his sentence the door to the armory opened with boots hitting the floor. Alpha-Nine rushed and snapped at attention to the higher ranking soldier that had entered.

"Alright, Troopers!" Sergeant Major Johnson barked as he strolled down the armory. "This mission will possibly be your toughest mission yet-"

"Like the last one wasn't tough enough," Romeo muttered, causing Johnson to immediately snap to the Sharpshooter with a scowl. However, after about ⅙ of a second of staring at the visor of Romeo's helmet, Johnson broke off and continued his stroll, going forward and spinning on his heel to stroll once more. This process repeated many times.

"As I said, this mission will be the toughest. We need the toughest, most elite sons of bitches for this one. Your fellow Jarheads along with your tough, ass-kicking Spartan are already deployed on the ark along with a few of you Helljumpers. As we speak, those Leathernecks and the Master Chief will be clearing an LZ for the dawn to land and provide even more toys for them to play with. However, recon reports show that the bastards have found an...artifact of sorts. It seems that the artifact is quite important to the Covenant if the amount of troops stationed near it suggests otherwise. We cannot let the Covenant activate this artifact."

"Sir?" Rookie said respectfully.

Johnson stopped his strolling mid-way and approached Rookie.

"Go 'head, son." He nodded for the ODST to continue.

"What exactly does this artifact do?"

The dark skinned man in front of Rookie stared for a moment before taking off his Green Marine cap and slid a hand through his short hair.

"I'm glad you asked that," Johnson said and proceeded to place his cap back on. "You see, we don't exactly know what it does because, well, they never activated it. It could be another Halo; a weapon of sorts. I don't care if it's the next way of watching TV or the next coffee machine. All I want is that it needs to be destroyed-better yet, find a way to bring it up to the Dawn for them ONI spooks. As always, you will deploy feet first. But don't worry if you meet huge resistance. I'm confident that your somewhat hyper-lethal vector over here," He gestured towards Peter, "Would be able to take out most of the troops there."

"Hyper-Lethal Vector, sir?" Peter asked, voice laced with confusion.

"Basically you're _almost_ on the same level as Spartan-117 and another Spartan. That Spartan goes by Spartan-B312 or Noble Six."

Peter nodded.

"Heh, so basically we got a Spartan on our team, huh?" Romeo chuckled.

"Somewhat." Johnson chuckled. Suddenly, his earpiece chirped, indicating that someone was contacting him. His features hardened, his smile vanishing. He reached for his earpiece and used his index and middle finger to essentially answer the call.

"Talk to me." The Sergeant gruffed out.

" _Oh, thank god, Sergeant Major!"_ A panicked voice exclaimed in relief. Gunfire, both projectile and plasma, rang out from the other side of the call. " _Lance Corporal Nickson, part of Recon squad 77, sir. My squad and I are ambushed by the brutes and we need immediate evac and support! The Covenant almost-Fuck! Fall back, fall back!"_

"Talk to me soldier," Johnson demanded with narrowed eyes. "What's going on?"

" _Shit-we got three wounded and four KIA. Five of us are trying to-GRR, get the hell out of here. Don't have much time-Brutes are closing in on us-The Covenant have activated the artifact! We managed to interfere, but they sure as hell are gong to try and activate it. Send-shit! Lance is down! Send support now!"_

Johnson growled out, "Give those bastards your best, Marine! We're on our way. Sit tight."

" _Copy that-UGH, Sarge. Gonna...give em' hell."_ Nickson coughed before cutting the link.

The ODSTs with Johnson gave expectant looks. Johnson sighed as he looked at each ODST of Alpha-Nine right in the eye.

"Shit's going down there," He began briskly. "Apparently them son's of bitches discovered our recon squad. They took some casualties, but hopefully they'll hold out long enough. This will result in a change of plans, helljumpers."

"How so?" Peter inquired.

"Instead of going feet first, you'll be taking a Pelican along with two Warthogs-I'd suggest a Gauss and the standard variant-and I'm going to send a Marine squad to provide assistance. You will be in charge of the mission, troopers. That squad of Marines will be at your command-and please do so to bring all of them including the recon squad home if possible. I've already lost too many men. I'm not going to lose anymore."

Anguish and a sense of loss briefly passed over the Sergeant's face before hardening into a scowl. Peter could understand as he too lost many.

With their mission, Alpha-Nine was determined to successfully complete their mission and bring all the leathernecks back safely. They knew they were going to suffer casualties but one death was better than twelve.

"We'll get right to it, boss." Buck said.

Johnson nodded. "Good, now move! I've already put in a word to prep your Pelicans. Those leathernecks should be there when you arrive."

The ODSTs quickly hustled out the armory and jogged towards the hangar while carrying their gear. Signs, crewmen, doors, and various objects around the ship whizzed by as they passed. They even passed by other UNSC troops that were rushing to their destination wherever that may be.

In a few short moments, the team made it to the hangar bay of the _Dawn_. Slowing down their pace exponentially, they approached two Pelicans. A Marine squad was already there, as Sarge promised. There were exactly ten Marines. Two were sitting on crates, one stood up with his arms folded, three were in a small triangle, conversing with each other, then the rest were inside the D77, anxiously waiting.

Buck was first to approach the squad.

"Who's in charge of this squad?" He asked them. All of them turned their attention to the new arrivals.

"That would be me," A Marine with a scar across his cheek got off the crate he was previously sitting on and walked up to the Gunnery Sergeant with no hint of fear. "Staff Sergeant Sol."

"Gunnery Sergeant Buck." Buck replied.

"Ah, one rank higher than me, eh?" Staff Sergeant Sol cocked his head in amusement. The rest of his squad seemed to come up and stand firmly next to him. He looked past Gunny's shoulder to see the rest of his squad but his gaze seems to linger on Peter. "Ah, Hell-Spider. Quite a reputation, huh?"

"Yes, sir." Peter nodded respectfully.

"You know, with all those confirmed kills-both Covenant and Rebel-I'm surprised you're still a Corporal after what? 15 to 20 years of service in the UNSC."

Behind his helmet, Peter closed his eyes shut to remember his service. From the death of his parents, missing Uncle, his decision, his sort of relationship with Liz Allan, his goodbye, boot camp, meeting his team, fighting the Rebels then defending Reach. They were all horrible memories. No matter how much Covies he killed, it wasn't enough to honor his deceased family. He was the only Parker left in the universe.

"My kills have no effect on my promotions, sir. Surely you must have heard on how hard it is to move up in the ODSTs." Peter answered.

"Oh, I'm well aware. It's just shocking to see another soldier rack up more kills than the average Joe. I could describe you in three words, son. H-"

"Hyper-Lethal Vector?" Peter guessed with an eye roll.

The Staff Sergeant snorted in amusement. "You're correct to an extent. But you're not on the level of the rest of the Spartans."

"When this war is over, you'll be a legend in the UNSC. That's for sure." A private next to Sol commented.

"And we'll be his lackeys? No, thank you." Romeo snorted, earning a harsh elbow from Dutch. Romeo made a grunt of pain from that action.

"I'm surprised your insides stayed inside." Mickey remarked, referring to the elbow Romeo received from Dutch.

"Ow, geez. Okay, I get the message, alright?" Romeo winced in pain. Rookie remained silent throughout the ordeal but he had a slight smirk etched on his face underneath the helljumper helmet he wore.

"Quit your bitchin'," Buck snapped, facing his team now. That had silenced his team. Gunny then returned to face the Staff Sergeant and his nine men. "Anyway, I assume Sergeant Major filled you in on the details?"

"Yeah, as soon as we got our asses back onto this ship." A Lance Corporal said bitterly. "Lost our LT. down there." He grumbled.

"Sure did. You'll be taking charge now. Orders?"

Now Sol felt like a private again, asking for orders from his Sergeant. It was a feeling he hasn't felt in so long.

Buck had everyone's attention now; both his team and the Marine squad. Buck sighed, knowing the oncoming battle(s) that he and the Marines might take part in. It was most likely, though. If the Forerunner artifact garnered the Covenant's attention then it must be crucial to turn the tides of the war, meaning that they would set up a base of sorts and deploy several troops to ensure that this one does not fall into human hands. He supposed this should be easy...hopefully.

 _ **A/N: Another chapter done. It took some time to write this because I began doing it two weeks ago then today I decided to finish it. I was lazy and schoolwork kept me from doing this. I want to make sure that this story is successful and hopefully many of you will enjoy it.**_

 _ **If it already don't know then Peter will travel into the Marvel universe and I'm aiming that he kind of goes through the Spectacular Spider-Man story with a few twists and turns. Basically, ODST Parker ends up in Spectacular Spider-Man and Spectacular Spider-Man is apart of the MU...Confusing, I know, but it will be explained as this story progresses.**_

 _ **By the way, should a member of Alpha-Nine travel with him? I've been thinking upon the idea but I have no idea what any of you will think of it so leave me your thoughts.**_


	3. Displaced and Replaced

**DISCLAIMER: I don't own anything in this story. Halo, Marvel, and others belong to their respective owners. I think one disclaimer is enough, no need to disrupt the flow. I realized that,** oof **.**

 **Heads up: I fixed a little consistency in chapter 1. Reread if you wish.**

 **WARNING: Graphic content ahead**.

* * *

How could this have happened?

It was to be a simple operation. They've done it several times with the insurrectionists, more so than with the Covenant. Get in, neutralize hostiles, secure the artifact, and radio command. Though the simple leathernecks were simply baggage in his eyes, Peter did find them more useful as a support. Buck must've had the same idea but it didn't matter now.

Brutes were nothing but wild beasts. They were not as smart as the Elites were, but their viciousness and untamed ferocity made it up in that department. The Grunts, Jackals, and Drones were disorganized without a leader.

Peter...remembered. They touched down about half a klick from the Recon Squad's last known position, being dropped off in the Forest and unhitching the two Warthogs: Gauss and the standard.

Buck had ordered Rookie to get in the driver seat of the Gauss while Mickey took on the role of the gunner. The jarhead stragglers—Peter like to call them that—had taken the other M12. They embarked on their journey through the woods, the LRVs driving at a pace that the others could easily keep up. Peter recalled that they were startled once or twice when wildlife appeared on their trail. One Marine was jumpy enough to fire his MA5. Sol was quick to admonish the private.

Then they had split up at a certain point. Peter couldn't remember when, though. Maybe it was when they had eyes on the designated area? The corporal didn't know.

Peter remembered that the situation was sketchy. No distinct crackles of weapon fire rang out during their journey, no signs of plasma burns, nobodies…

Peter had voiced his worry to the rest of Alpha-Nine. They too agreed with him and tread carefully, eyes flickering to just about anywhere either it be within or out of their field of view.

Unfortunately, their paranoia proved to be correct. Peter vividly painted the situation in his now conscious mind. Covenant forces suddenly appeared along with a Wraith and two Ghosts to back them up. Mickey had the Gauss right at the Wraith while the others had their weapons raised. The forces consisted of one Chieftain, one Major, two Captains, and six Minors. Several Grunts and Jackals along with a pair of Hunters accompanied them with the aforementioned vehicles right behind the force.

The situation got worse when the ODSTs realized that they were surrounded. Peter noticed a similar Covenant presence directly behind them and relayed that bit of information to the others subtly.

The Covenant sure as hell didn't take prisoners, so their deaths were inevitable. However, that was not the case. The Chieftain turned out to be one of the rare Brutes who actually had a brain and devised a plan, so he said gloatingly. Peter's recent memory was the Chieftain eyeing him before it faded to black.

Now, Peter found himself tied up with what seemed to be plasma cuffs and on his knees. It fascinated his scientific side that the plasma didn't actually inflict any harm, as if the plasma itself was encased in some sort of invisible box. That'd be one helluva box, Peter thought.

Glancing to both his sides, Peter noticed that his teammates and surprisingly the ten leathernecks were there in the same situation except Alpha-Nine was to his left and the Marines were to his right. Then Peter took notice of their surroundings and found that they were in the open, except they were in an area clearly constructed by the Forerunners. He could recognize the architecture from his first days on Halo.

Peter also noticed that they were outside and that their heels were touching the wall behind them. Now Peter knew what the UNSC soldiers who were executed by the Insurrectionists by firing squad felt like.

Then came the bastard that ambushed them, chuckling darkly. The same two Brute Captains accompanied his visit, but also a Marine. The possible lone survivor of the Recon Squad they were sent to rescue. Too bad the Chieftain had him in a chokehold, raising him up high in the air.

"Petty humans," He began. "Pitiful. Weak. Undisciplined." His chunky yet strong hands tightened the chokehold. Alpha-Nine and the captured Marines could only watch in horror and listen to the struggled breaths the Marine was attempting to take.

"F—K you!" The Marine managed to gasp out, and the Chieftain's response was a physical one. The chokehold tightened even more, and the Marine clawed at the hand holding his throat in a vain attempt to relinquish the grip.

Then a painful crack broke through the silence. One soulless body dropped to the floor with a heavy thud, and disturbingly enough it was in front of Peter. He couldn't help but stare at it, thoughts racing through his mind at high speeds. Disturbing? Yes. Frightening? Maybe.

The Brute Chieftain slowly approached Peter, each step becoming deafening to Peter. His guards had stayed back to watch the event unfold. It was strange and unusual when the Chieftain took a knee and his grotesque face was eye level with Peter's.

"Then we have the Spider." The Brute said with a feral growl. "You are as bad as the Demon. It truly would be humiliating if one of our warriors were bested by a mere unaugmented human."

Peter decided against on depolarizing his visor so that his soon-to-be executioner could see his eyes. The bastard had some vocabulary for a Brute. Peter could care less if any Covenant talks shit about his friend. Though, he had to know. "How do you know that?"

"That the Demon is augmented?" He then began to chuckle. His guards even seem to be puzzled about the words escaping their leader's mouth. It truly shows how unintelligent they were. "I'm afraid you won't live long enough to know."

Peter rolled his eyes. It was like fuzzball here was some sort of supervillain with the monologue he was giving. He opted to speak in silence, causing the Brute to chuckle shortly after.

"Silence is deafening, Spider." The Brute growled menacingly, throwing a glance at the captive Marines. "Perhaps a demonstration is overdue."

The Chieftain brought himself to his feet and marched right over to one of the Marines. Unsurprisingly, the private showed the most fear out of all of them. It was once told that the Brutes could smell fear, and prefer those who have said scent.

The poor leatherneck was shaking uncontrollably, refusing to look up. Peter knew what would happen next and he envisioned that it wasn't going to be pretty.

The Chieftain forcefully brought the frightened Marine to his feet and literally deactivated the plasma cuffs with a wave of his hand, surprising the humans who were present. Peter could faintly hear the prayers the Marine was tearfully mumbling and mentioning names that he sure was close relatives. The Chieftain violently guided the Marine towards the area in front of Peter. He could feel everyone's eyes on him, and he hated being special.

Everyone, including the two Brutes except the Chieftain, did not expect a small step to raise from the Forerunner based ground. Then, on that small step, it produced a slim terminal. The Chieftain then grabbed the Marine's shaky hand and gently guided it to the Forerunner terminal. The two Brutes behind him suddenly became excited and howled, but if you asked Peter they were more like loud raspy growls.

As if summoned, multiple Covenant soldiers ranging from Grunts, Jackals, Brutes, and two pairs of Hunters appeared from the ledge. Turns out they were on top of the structure the whole time and there was a ramp.

Unlike most of the Marines that were with them, the frightened Marine wore no gloves. Peter discerned that the Chieftain was activating the Forerunner artifact they were briefed on. He was able to come up with this conclusion since the Brute needed a human to activate it, and the Chief once told Peter that only a human could actually activate Halo.

Wasting no time, Peter silently radioed Command or anyone else on the Forward Unto Dawn. Activating his throat mic with a flick of his eyes, Peter quietly began.

"Forward Unto, this is Spider-Man, come in!" No response. "Dammit! If anyone is getting this then the Covenant is activating the artifact. I say again, the Covenant is—"

The Marine's hand touched the Panel and a strange sound emitted before a flash of green illuminated the terminal before receding. Sounds of surprise and awe came from the Covenant troops as something began to protrude from the floor. Like a wave, Covenant troops gave way so that the Brute Chieftain could swiftly turn around and witness the moment unfold, releasing his grip on the private who looked shell-shocked once he hit the floor.

"Yes...Yes!" The Chieftain roared victoriously, bringing out his hammer that was on his back. Others joined him and Grunts cheered while the Jackals squawked. The Hunters went unheard. "It is unfolding! The gateway that the gods promised would lead to paradise!"

"Shit, that doesn't sound good." Buck cursed through their radio that only the other ODSTs could hear. Before anyone else could reply, the Chieftain turned around and painfully stomped on the lying Marine's leg, making the man cry out in pain.

"But first, let us celebrate our victory!" The Chieftain announced, flashing a menacing grin towards Peter. He had to admit, that gave him the chills.

The Marine that would be the first victim in the Covenant's celebration quietly uttered, "Help me…" and Peter felt like shit. He was helpless in watching a fellow soldier be tortured.

Peter starred absentmindedly and was brought out of his stupor when blood suddenly splashed his visor, coloring almost his entire vision in red. The Chieftain had brought down his hammer on the poor Marine's head, cutting through the helmet with ease and splitting the man's head open, revealing chunks of brain. To be so close and see it more clearly...it made his stomach churn. The lifeless Marine's eyes still looked pleading, even in its mangled state. It horrified Peter. It boiled his blood to hear the Covenant forces cheering as if it was some sort of festivity.

Peter drowned out the sounds of the cursing teammates. He just couldn't tear his eyes away from the sight of the dead Marine. One brutally killed Marine. Then Peter looked up to see Marines be forced up and slaughtered one by one.

Nine Marines remained when the poor private was brutally murdered right in front of him.

Eight Marines remained when another private's head was detached and actually connected to the wall behind Peter when one of the Brute's fired his Spiker at literal gunpoint until he ran out of ammo. The Covenant cheered even louder and became crazier when all that was left was a bloody stain on the wall and a headless human.

Seven Marines remained when a lance corporal had both of his legs burned off from continuous plasma pistol fire from a group of five grunts. One of them actually aimed for the head of the Marine for a bit and all that was left was a caved in face that was sizzling. What was even more sickening was that three Brutes went to taste what they called, "Seared Human Flesh."

Six Marines remained when a corporal took an overcharged plasma bolt directly to the face by one of the Jackals. That same Jackal then proceeded to indulge himself with the result.

Five Marines remained when another private was brought up. Tears streamed from his eyes and he even begged to be spared. The Brutes laughed it all up. Peter just wanted to break free of his restraints and kill all the SOBs and save the private's life. Peter could just practically hear the anger brewing up within his teammates. Pretty soon one of them was about to explode in anger but they were able to keep their cool for the time being.

What came next almost made Peter release his lunch full force. He and the remaining others watched the helpless leatherneck be forced away from the rest a good ten feet and in the center of the Covenant force. Said Covenant force also took a few good steps away from what was about to happen. Now the private was literally the center of attention, and he was terrified.

A Grunt waddled his way up to the Chieftain, producing a Plasma grenade and what seems to be a trigger of some sort. The Brute snatched the two items and turned back to the soon-to-be-murdered Marine.

Peter was able to hear a low growl followed by a dark cackle from the Chieftain as he armed the Plasma Grenade. Somehow, he forced the grenade in the Marine's mouth, his eyes widening in horror and realization.

Stepping a good distance away from the bomb that was the private, the Chieftain held out the trigger in his hand for everyone to see. He shouted, "For the Covenant!"

The Brutes roared while the Grunts cheered. The Jackals squawked once more, and oddly the Hunters stood idly by.

One chunky thumb pushed the trigger down with such force that the trigger itself barely managed to survive the show of force. The immediate sound of a bomb being armed barely made its way to Peter.

For a moment, a bright light shined from the Marine. Then, once again, Peter and some of the others were coated with dark crimson blood. Peter was barely able to make out the Marine's head exploding and a portion of his torso, leaving the Brutes to make an ear-splitting howl of approval.

The cycle continued and the methods of execution just got more disturbing. Buck's blood boiled over and he unleashed his anger in the form of screaming curses that, of course, went unheard over the Covenant party. Peter watched in remorse as the Marines were literally cut down in some cases. Their cries of anguish and one calling out his family didn't help either.

Eventually, there was all but one Marine left: Staff Sergeant Sol. Throughout it all, he had a stony expression mixed in with a small bit of queasiness. He had to watch as his men—his friends are executed by the Covenant in many horrific ways. Yet he managed to keep his fear from showing. One tough SOB, Peter thought.

Unfortunately, the Staff Sergeant's time was up. He was about to meet his maker just like the rest of his men had. He was brought up to the center where almost all of his men laid dead, each sharing the same quality: they were all missing a limb. Blood painting the floor, and the Brutes enjoyed that. Peter guessed shit must've smelt great to them, then.

The Chieftain noticed the look on Sol's face and commented aloud, "You share no fear human. Do you not care for your men?" He then gestured towards the bodies.

Sol looked up, glaring at the Brute who was committing a war crime. Not that the Covenant cared, anyway. "You're a sick bastard, you know that?"

The Chieftain's response was a low, amused chuckle. "All you can throw are weak obscenities? Pathetic."

"It's all I can do right now, bitch," Sol said flatly, motioning his head to his restraints.

"Hmm, I suppose…" The Chieftain reluctantly concurred.

"Chieftain, the gateway! It is opening!" One Brute excitedly informed their leader. All attention was drawn away from the lone surviving Marine and towards the gateway. Peter and his teammates witnessed the Forerunner gateway began to come to life. Though, the end result was anti-climatic in Peter's opinion. All that show and buildup just for a black, swirling void to appear in the gateway. The Covenant went nuts and galloped all around. How could the Covenant be excited about just an empty black space? Either way, if the Brute Chieftain's words were true then that gateway lead to somewhere.

The Chieftain spun around at lightning speed. One second Sol's head was intact. The next it was detached and flying to Peter's left. The Chieftain had used his hammer and swung it horizontally with so much force that it did just that. Sol's body was without a head, and blood was spurting from the area. God, the Covenant was so cruel but they could never match the Flood. Never.

Before the Chieftain could even take a single step towards Peter, a Brute shouted out in fear.

"By the gods...High Charity!" A Brute minor screamed, managing to cut through the roaring Covenant. Those roars died down as everyone looked up, including the ODSTs.

Lo and behold, High Charity. Peter and the ODSTs were briefed about its current state: Flood-infested. The spores exuding from it didn't go unnoticed by them.

Wait, now was the time, Peter thought. Sure, they're restrained, but they could still move their legs freely. Peter guessed the Chieftain wasn't as smart as he was lead to believe. Then again, it was unexpected that they move given that they're in no position to do so.

Activating his radio, he told the dumbstruck ODSTs his plan.

"Listen! We need to get to that portal or whatever, now while we still can! The dipshits are distracted and it looks like it's coming straight towards us! Where ever that thing leads to has got to be better than the shithole this'll become," Peter quickly said, not missing a beat. Everyone nodded in agreement.

"Alright, Parker. You're taking point on this one," Buck stated.

Wasting no time, Peter brought himself to his feet and raced towards the portal with the others following.

'Heh, Covenant made a straight path. Easy.'

It was true. The Covenant troops positioned themselves on each side of the portal besides the middle, creating an easily accessible path. Everyone was too dumbstruck and shocked to see the holy city that was High Charity come straight at them.

In just a few short moments Peter made it and immediately dived through it. During his dive, he managed to catch the Chieftain's eye and his exclamation of, "No! Stop th—"

Before Peter's vision faded to black, he cracked a smile as he saw his teammates jump right in. Where ever this thing lead to, he sure as hell didn't have to go alone.

* * *

 _Unknown Location:_

Corporal Parker, or Hell-Spider, or his callsign Spider-Man, regained consciousness to find himself on a medical bed. He seemed to be a bright room, and glancing to both his right and left he also found the others in the same situation.

Confused, Peter asked himself aloud, "How the hell did we get here?"

The only door in the room slid open. Peter began to notice that the whole room looked Forerunner. With a steeled expression, Peter watched a spherical object float in.

Recognizing the entity, Peter called to it. "Spark?"

"Hmm?" The object turned towards the source of his voice.

Peter could now get a clear look at this entity. Immediately, he noticed that the object's single eye was colored a bright orange. A major contrast when compared to the one he was familiar with. The one who tried to murder his friend on Halo.

The eye of the Forerunner monitor blinked almost excitedly before rushing up to Peter, surprising the seasoned veteran.

"Oh, my! You're awake! But how is that…"

"Where am I?" Peter rudely interrupted. He was in no position to take on this possible threat. Though, he did seem friendly. "Who are you?"

The monitor responded like a scripted program. Almost robotically. "Hello! I am 377 Solemn Magnitude. I am the monitor of the Forerunner facility stationed in the universe categorized as number thirty-seven." The monitor paused for a moment and circled Peter who was now sitting up. "Welcome, Reclaimer."

"Reclaim—oh, right." Peter sighed before his eyes widened. "Wait, universe? What do you mean?"

"Yes, universe 37." Solemn Magnitude affirmed. "I assume you had gone through the portal of transgression located on the Ark, correct?"

"Portal, huh?" Peter muttered. "Covenant always misinterpret things."

Clearing his throat, Peter replied, "Yes, I did." He glanced towards his seemingly sleeping teammates resting on a similar medical bed. "Are they still unconscious? Wait, what happened to our gear? Why do I feel weird?"

Peter noticed his lack of equipment. He was stripped of his armor and helmet, and so were his teammates. All that they had on at the moment was their ODST BDU which was half concealed by the blanket draped over their abdomen. Then there was that weird feeling that Peter began to take notice of. He couldn't explain it, but he felt like something was changed about him.

Solemn Magnitude addressed Peter's concerns professionally. "Yes, your allies are still unconscious. You and your companions' armor is currently undergoing decontamination procedures—and did you say you felt strange?"

A confused expression crossed the remarkable ODST's face. "Decontamination? What do you—never mind. And, uh, yes, I do feel strange as you said."

The monitor hovered more closely to Peter as if to study his face. Was he looking for something located on his face? Was there something weird displayed?

'Wait…' Peter finally felt the absence of something particularly hairy.

"Tell me, do you feel young?" Solemn Magnitude stressed the final word, his eyes glowing even brighter. Did this thing know what happened to him?

"...Now that you mention it, yeah. I do. Wait—don't tell me…" Peter frantically looked around the room and his eyes landed on a mirror strung across from his bed. Looking more closely, Peter found that, after inspecting his face, he was without the facial hair that was almost fully grown. In fact, he looked younger. The structure of his face just reminded him of himself as a teenager.

"Hmm. Interesting," Solemn Magnitude hummed thoughtfully. "It seems as if you have a counterpart in this universe."

Peter looked absolutely bewildered that soon transformed to shock. The dormant scientific part of his brain began to resurface. He had a counterpart? That was basically a clone; like a doppelganger but the similarities ended when it came to life experiences and memories.

"What?" Peter said dumbly.

"It's the only explanation as to why you've regained consciousness much more earlier than your companions. It also explains your youth. Your body is adjusting to this universe's you. Does that make sense?"

"Yeah, kind of," Peter replied, nodding.

"Those who pass through the portal of transgression and end up here do suffer minor consequences if they are without a counterpart here. It seems as though your friends are unlike you."

Peter turned to look at his team lying in their respective beds. At a glance, Peter would've thought of them dead. Romeo looked the most dead in Peter's opinion. His open mouth was bound to catch flies, Peter mused.

"How long until they fully recover?" Peter questioned, his eyes refocusing on the monitor who had hovered away earlier.

"Rough estimates give about a month, Reclaimer." Solemn Magnitude replied regretfully, his bright orange hue dimming as he saw the crestfallen look that overtook Peter's face. "In the meantime, I'd like to give you a tour of the facility."

Peter began to push himself off the advanced Forerunner cot, his booted feet landing on the marble floor with a soft thud. He rolled his shoulders to rid of the tense feeling before replying. "Okay, show me."

The tour began with an area that acted as some sort of technological garage. Peter found it to be intriguing, especially the machine that supposedly replicates any vehicle by simply scanning one's brain. No schematics, blueprints, or instructions were required. It was all based on the user's memory and experience. Peter decided to put it to the test.

"You'll be pleasantly surprised of the lengths this machine will go to." Solemn Magnitude informed Peter proudly.

Shrugging, Peter hooked up the headpiece that looked like a hairband and placed it upon his head.

"Any vehicle that comes to mind, Reclaimer." Solemn Magnitude gave a friendly reminder.

Peter envisioned a Covenant Brute Chopper. Peter couldn't believe what he saw. Right before his eyes, in just a little under a minute, a Chopper slowly materialized like a hologram.

"Go ahead," Solemn Magnitude motioned for Peter to test the vehicle.

Though, Peter was hesitant about approaching the vehicle. The memories and experiences he had with the terrorizer were nothing but bad. Still, he had to try.

Peter was pleasantly surprised to find that it was indeed drivable. He was even more surprised and extremely puzzled that the autocannon weapons were there and fully functional. Though, the method he used to learn they worked was unconventional and ended with a destroyed Forerunner beam. Safe to say Solemn Penance was quite unhappy. Peter then decided to try the materializer thingamajig one more time before moving on.

Placing it on his head again, Peter was about to create another vehicle with his mind. He was interrupted in the form of several sentinels appearing.

"What's going on?" Peter asked Solemn Magnitude, ready to bolt out of the room if necessary.

"Do not fret, Reclaimer. They are just here to clean up the mess you've made and move the vehicle to the storage area."

Peter cautiously watched the Forerunner androids as they repaired the destroyed beam and take the Chopper away by encasing it in some sort of shield. It was like the shield was attached to the single robot and hovered inches below it. From there, the sentinel moved forward and the wall suddenly opened, leading to an unknown area. Once their tasks were finished and disappeared to who knows where Peter went to where he was previously standing trepidatiously. He waited for a moment before envisioning yet another vehicle. This time he was thinking big. Literally.

Peter watched in awe as the tremendous M850 MBT began to materialize, though it took much longer than the Chopper did. He guessed size played a role when it came to the time it took to create a vehicle.

Once it was 100% completed, Peter didn't hesitate to rush towards the beauty and hop right in. He'd never piloted a tank before, but there's a first time for everything. Peter found that, much like the Chopper, the weapon systems were there and functional. However, he didn't want to test it for fear of leveling the entire facility. He was satisfied with the end result and hopped right out. The sentinels came once more and it took about five of them to move the heavy battle tank. God, the sight of its treads and double cannon made Peter's day. Overall, Peter was thoroughly impressed with the machine and voiced his thoughts. Solemn Magnitude looked ecstatic.

The tour continued and finished in about thirty minutes. Peter's summary of the facility was short and simple. The only things that were noteworthy were the vehicle replicator doohickey, device replicator, and some sort of barracks. That would make a good place to stay for the time being until another greater option presented itself.

The device replicator did what Peter would expect given the name and more.

"Not only does it create devices based on memory, but it also creates weapons, items, armor, and anything else you can think of. So long as you have at least a memory of it. No experience required." Solemn Magnitude told Peter. At that moment, Peter could only think of those old advertisements that had that, "No assembly required," quote at the end.

"What do I do now?" Peter asked, seeking guidance from his only helper at the moment.

"Well, Reclaimer—"

"Please, start calling me Peter."

"Your last name?" The monitor asked out of the blue, making Peter give the object a curious look.

"Parker. Why?"

The monitor was silent for about ten seconds. Peter patiently waited for the response, tapping his foot against the slab of the Forerunner alloyed floor.

"Peter Parker. You do in fact have a counterpart."

"How do you know for certain?"

"From my quick but rough scan, I have found a missing person report issued from the New York Police Department."

"Wait, we're on Earth?" Peter's eyes widened at the thought.

"Yes, did I not mention that?" Solemn Magnitude came closer to Peter.

"No, you didn't!"

"Oh, I apologize, Recl—Peter."

Realization hit Peter like a plasma grenade exploding. Missing person? Did him coming in this universe displace his counterpart?

"When was this report filed?" Peter asked, beginning to pace across the room. Multiple thoughts raced through his mind throughout the whole ordeal.

"I can assure you that this was reported before you and companions showed up."

So that theory was shot down...or maybe not. His counterpart could still be displaced. That missing person report didn't do anything to help prove or disprove that.

"Okay, let me think for a moment." Peter's pacing intensified as he clasped his hands behind his back.

"As you wish," Solemn Magnitude respectfully bided.

'He needs a nickname soon.' Peter mused before shaking his to refocus.

After a long contemplative moment of thinking to himself, Peter ordered, "Give me a brief rundown of this Earth—only major information starting from about...let's say from 1900 to now. Unless we are set before 1900, then…"

Solemn Magnitude complied and compiled all the relevant information. After an extensive history lecture from the monitor, Peter picked out the important facts. World War I matched up, however when it came to World War II there was some inconsistencies. The formation date of the United Nations didn't match the one he was taught in school, but the most surprising detail was that the United States military had developed a super soldier: Captain America. Then there was the HYDRA Nazi organization and Red Skull. That baffled Peter.

Fast forwarding to the modern era, there was a billionaire with a suit of armor, some pissed of green dude, and a literal god of thunder. Or lightning. The ODST wasn't sure.

Then there was the formation of the Avengers, Fantastic Four, and all the vigilantes.

'Spider-Man…' Peter repeated in his head. That was his go-to callsign when it came to operations. Peter entertained the idea that his counterpart was behind the mask of the arachnid vigilante that was only considered a myth. The idea began to make even more sense when Spider-Man stopped appearing at around the same time his counterpart disappeared. Peter didn't want to believe it, but it is most likely the case.

After all of that was said and done Peter wasn't sure of what to do. "What do you suggest I do, Mag?" Again, Peter sought guidance from the Forerunner monitor.

Solemn Magnitude was unresponsive for a few seconds before realization hit the monitor. "Are you referring to me, Rec—Peter?"

"Yeah. That's your nickname: Mag."

Solemn Magnitude paused as if processing the information before replying, "I will now also respond to that designation, Recl—Peter."

The damn thing was struggling to transition from calling Peter a Reclaimer. So, Peter decided to spare the monitor the pain and headache. That is if the monitor could have something as such. "Alright, you can stop calling me Peter now. I guess Reclaimer will do."

"As you wish, Reclaimer," Mag nodded. "To answer your question, I suggest you replace your counterpart's position for the time being."

"How old is he again?"

"I believe he recently reached the age of sixteen," Mag stated. "Records indicate that he is under the care of the guardians designated as Benjamin and May Parker soon after the passing of his biological parents designated as Richard and Mary Parker."

"Okay, you don't need to get technical here, Mag." Peter rolled his eyes at the expanded vocabulary used. The death of his counterpart's parents didn't affect him as much. "So, what? You just want me to stroll up to their home and make up a lie to Uncle Ben and Aunt May of my disappearance?"

That didn't sound too bad now that Peter thought about it. Even though they weren't his Aunt May or the badass that was his Uncle Ben, they were still themselves. He could finally see them with his own eyes for the first time in twenty years. This could be the only time he'll see Aunt May and Uncle Ben for a while considering the former was dead and the latter was missing.

The thought of Aunt May being dead suddenly angered him. Then came the thought of his dead friends who had moved on from him but never forgotten. He shook himself of those thoughts. He had to focus on the positives. Aunt May and Uncle Ben were alive and well, and so were his friends.

"Technically you only have to lie to May Parker, Reclaimer. Benjamin Parker was shot dead not long ago."

'Okay, what a dick.'

Peter glared at the monitor who held no unreadable expression. "Did you seriously have to drop the ball on me like that?"

The monitor looked regretful when Peter spoke so lowly. "I apologize if what I said was inappropriate…"

"Whatever, he's not my Uncle Ben, anyway." The ODST dismissed the action casually before a solemn look appeared in his eyes. "But, still…"

"What do you plan to do, Reclaimer?"

Peter mulled over his options. He could stay here and lay low and wait for his team to wake up in about a month or so. From there Buck should know what to do. Hopefully.

Then there was the other option that consisted of getting out and replacing his counterpart's position in his life. Scummy? Yes, but it was better than staying holed up in a facility full of nothing.

Peter looked directly into the monitor's eye and answered with finality, "I'm going up."

Then there was that question that plagued his mind. "Why don't I sound like a prepubescent kid?"

His age matched the one of his counterpart but hadn't his voice changed. It would sound out of place for those who knew his counterpart if he started talking in a gruff and somewhat hoarse manner. Twenty years in the ODSTs almost entirely spent fighting the Covenant did that to your voice.

"Your body's adjusted to match your counterpart's age. Other qualities don't apply."

"That doesn't explain why I don't have my kickass beard anymore," Peter said, folding his arms.

"That is...another issue I cannot fully explain, Reclaimer."

Peter sighed tiredly. "Great." The Hell-Spider looked around the room for the exit. "So, where's the exit so that I can reach the surface? How long until I get my armor done?"

The monitor began moving forward, his orange colored eye lighting up each time he spoke. "Right this way, Reclaimer." The monitor lead the displaced ODST towards one of the rooms. "Your armor has been contaminated with an endless amount of human blood. Quite the mess, too. I believe it should be decontaminated by the end of the day."

"That's...good news." Peter breathed out, a hitch in his breathing pattern. His mind wandered back to that gruesome scene of all ten Marines being executed in horrific and unnecessary ways. His body acted on its own as it followed the monitor, and its peaceful humming fell on deaf ears as Peter was in his own little world, replaying the scene over and over. His eyes were glazed over as he vividly visualized the incident. What was strange was that Peter suddenly found himself back on the Ark where the scene took place.

"Wha—?"

"Help me…" Peter found himself in front of the Marine lying helpless. He was forced to stare directly into the eyes of the pleading Marine. How could he hear his voice? He clearly recalled that his voice was inaudible at the time. So why now?

"Help me…!" Peter was startled to find that the voice became much more vocal and apparent. In a flash, the Marine's head was split open and Peter found his vision coated with dark crimson.

Peter's head was spinning. Each Marine death flashed before his eyes. The roars of the Covenant sounded deafening, but each scream from each Marine was earsplitting.

Peter felt his eyes water and moved to wipe them. He was stunned to find that it wasn't tears. It was blood. The blood of the Marines who had been slaughtered ruthlessly.

Unnerved, Peter felt himself back up only to hit a solid object. Spinning around, he came face to face with Staff Sergeant Sol. His eyes were empty, devoid of any life or emotion. Peter stumbled and fell to the floor. There was a warm and liquidy sensation when his hands hit the floor. More blood. Bodies, limbs, green, and blood!

Peter starred at Sol, and in a flash, something startling happened. Sol's head popped clean off, flying through the air in what seemed like slow motion. Blood sprayed from the detached area like a fountain.

"No, no, no…" Peter muttered, breathing heavily. "Oh, god, no."

Voices, both familiar and unknown, suddenly resonated from all directions. They all seemed to chant his name in a monotonous manner.

"Hell-Spider...Hell-Spider." They chanted. Peter heard drums—no, that didn't sound right. It was the thumping of what sounded like ten heartbeats. It was deafening and it almost drove Peter mad.

The scenes of the Marines being murdered played in front of him for the second time. Each time one died the number of heartbeats decreased. Peter couldn't find it himself to close his eyes or look away.

When it came to one heartbeat it was mostly silent. Up until the point when Sol appeared in front of him out of nowhere. The two stared at each other, and Peter knew he was going mad. But it just felt too real to be an illusion.

"—laimer!" A recognizable voice cut in. The area around Peter rippled for a moment.

"Reclaimer!" Solemn Magnitude shouted as soon as the vision faded through a ripple.

Peter gasped, subtly clutching his chest. He took a look at his surroundings and discovered that he was in some sort of room with multiple crates stacked in rows.

"Oh, uh…"

"Reclaimer, your vitals just spiked. What is the matter?" Mag asked, his orange light dimming a bit to show his concern.

"Y-Yeah, I'm fine." Peter shook off the illusion or whatever that was.

"...If that is the case," Magnitude said, sounding unconvinced.

"So, where's the exit?" Peter regained his composure just enough to ask a simple question.

"You are standing right on top of it," Solemn Magnitude replied in an amused tone, descending below Peter's torso.

Looking down, Peter found his two booted feet planted on a circular slab with Forerunner markings. "So, is this some sort of elevator or…?"

"This device you're standing on will, in a sense, teleport you to a select location on the planet. However, there must also be a receiver node so it is very limited."

"Please tell me you've set one up in New York somewhere." Peter half pleaded.

"Fortunately, I did. However, the distance from where you'll appear to the Parker residence is quite remarkable."

"I'll walk," Peter concluded. He could use one, anyway. Just to clear his mind and get used to the 21st Century environment. The worn out ODST had a feeling that he'd have a hard time adjusting and integrating himself to the 21st Century. For now, he'll make do.

"If that is what you wish," Mag respected the decision. "I will now input the coordinates, Reclaimer. Stand by."

Peter patiently waited for Solemn Magnitude to do his thing. Maybe sometime along the line, the construct would teach him how to operate his technology. He didn't bother paying attention to what the floating bowling ball was doing, he was still reflecting back on the whole ordeal. Peter didn't know what the hell that was, but he had an idea that it was something like a panic attack or something.

"It is done," Solemn Magnitude announced, turning his eyeball of a head toward Peter's direction. "Please wait a moment."

Peter both felt and heard the thing below him activate. The vibrations, the whirring, and a repetitive pulse. On the seventh pulse, Peter vanished.

* * *

 _New York, Manhattan:_

 _Times Square:_

Corporal Peter Parker found himself in an alleyway. The first thing that came to mind was his appearance. He was still in his BDU, and that would both look odd and suspicious if he was wearing a military uniform in public. Looking for anything to help him his eyes landed on an area where a blue grid-like object appeared. Peter recognized it immediately.

"Damn, he planned ahead."

A pair of clothes materialized in the area where the blue grid appeared along with a note. Kneeling down, Peter retrieved the note and read its contents. An address that was unfamiliar to him was on the card.

'Must be the Parker address,' Peter thought as he placed it beside the clothing articles for the moment. Dressing out of the BDU in exchange for casual civilian attire consisting of a plain red t-shirt and dark blue jeans, Peter then picked up the notecard and slipped it into one of the pockets of his jeans. The BDU was tossed onto the platform in which he appeared, and soon that vanished. He hoped Magnitude knew how to do laundry...

Peter stepped out of the alley and was mesmerized by the amount of activity he stumbled upon.

Civilians were everywhere and crowded the wide and open area. Business suits, casual, and the typical parent with their children caught his eye. He barely recognized the area as Times Square. Sure, it existed back in his own...universe, but it certainly wasn't this colorful and packed when he last remembered looking at a photo of it.

Then there were the automobiles. Hordes of yellow taxi cabs dominated the area. It looked to be about six taxi cabs for every ten cars.

Those who passed the apparent teenager utterly ignored him in favor of looking at their phone or were holding a conversation on their phone. Peter didn't care.

Shaking his head, the ODST refocused on his current objective: Get to the Parker residence.

Reaching deep into his pocket, Parker pulled out the notecard and focused on the address. The Parker residence was located in Queens. If Peter remembered the layout of New York back in school, then…

"Ah, hell…" Peter groaned. That would be too far of a walk. So, he searched for an alternative. There was no way in hell that he was going to take a cab. Not yet, at least.

Peter's observant eyes landed on a subway entrance. Guess he'll take the primitive train to Queens, then.

20 minutes later…

Peter was grateful that the subway trip proved to be uneventful for the most part. No one recognized him and no one asked questions. No one bothered him, just the way he liked it.

Taking his last step down the staircase, Peter pulled out the address from his pocket again. Looking it over, he passed each house in the suburban neighborhood. Luckily, his stop was much closer to his destination than he expected.

At last, he was just one house away. The Parker home should be right next to the home he was passing by where a familiar redhead had come out to take out a full trash bag. Neither paid no mind to each other since the two were occupied. She had been looking at her device the whole time. The ODST guessed it was some sort of smartphone considering the time period.

When Peter was directly in front of his supposed house he studied the home. It was vastly different than the one his Aunt May and Uncle Ben owned on Reach. Smaller, too. Also technologically inferior, but that's beside the point. The redhead the veteran was sure was Mary Jane Watson didn't return back to her household, and instead opted to stare at her phone beside the white picket fence. She didn't matter, anyway. Not now.

Sighing, Peter slipped the notecard in his pocket once more and took a deep breath. One tentative step and he was now entering the Parker property. Why did Forest Hills, Queens seem like the right place for a Parker home, Peter wondered.

'Damn, if only I had my weapons on me right now…'

Peter declared to himself that he would be returning to that same alleyway sometime during the day to go back and properly equip himself. Anyway, Peter took another step, and another, and another, and another…

Peter eventually reached the door that blocked him from going inside the Parker home. Scanning for some sort of terminal he was familiar with back home, he soon facepalmed as he realized this was not 2500s. His search was not in vain. Parker had found a circular and round button integrated to the wall to the right.

'The doorbell, right…'

The helljumper clicked his tongue as soon as he rang the doorbell. One thing was for sure, Aunt May was in for one helluva surprise.

Peter heard the foreign clicks resonating from the other side of the door and then a creak. Soon, the door opened to reveal Aunt May...a bit older looking than he remembered.

"Peter..?" Aunt May gasped, her eyes widening. Her hand instinctively reached for her mouth out of shock.

Peter was unsure of what to say as well. This Aunt May was different looking, sure. But there was always that warmth she exuded that the ODST was familiar with his own Aunt. "Uh, hi, Aunt May." He greeted in his gruff and deep voice that was not normally found in a teenager.

"P-Peter!" Aunt May immediately enveloped Peter in a crushing embrace. Peter could hear her sniffles and his shoulder becoming a little bit wet. His response was to return the embrace awkwardly.

Then there was that uncanny feeling that someone else was watching the exchange. Peter suspected that it was that uncaring Mary Jane. To be sure, he subtly looked over his shoulder and his suspicions were proven correct. Mary Jane's expression was neutral while she witnessed the scene unfold before her.

The corporal felt May finally pull away from the embrace, so he refocused on the situation at hand.

Peter barely registered the slap to the cheek. His hand went to rub the sore spot not out of pain, but out of instinct. He's suffered worse than that.

"Peter Benjamin Parker, what the hell happened?! Where did you go?" Aunt May demanded. Hearing her curse was unusual, but he did have to deliver his alibi.

"I was, uh…" Shit. What was his excuse? He couldn't bring himself to lie to Aunt May. But he couldn't exactly tell her the truth either. The harsh truth. Well, this wasn't exactly the Aunt May he grew up with, so maybe he could bring himself to lie. But, dammit! They shared the same traits!

Peter cleared his throat and delivered his excuse. "I was, uh, kidnapped."

The helljumper saw the worried look that crossed May's face and added, "Don't worry, they didn't get away with it. Spider-Man saved me just last night."

Aunt May wiped the tears from her eyes. "I-I thought Spider-Man was gone? He disappeared, did he not?"

Peter shrugged, "I guess not." For a bonus, Peter added, "I—glad to be home."

Aunt May's warm smile was contagious. Peter couldn't help but return it. This was a once-in-a-lifetime opportunity. He was going to make the best of it.

"Oh, come inside, dear. I'll prepare a meal. You must be starving!" Aunt May said, opening the door a bit to allow Peter entry and then proceeded to make her way to the kitchen.

Wow, she must've read his mind, Peter mused. He was hungry, and it's been a very, very long time since he's tasted Aunt May's delicious cooking. This one shouldn't be any different.

Stepping inside, he spared one last glance at the redhead who still maintained that neutral expression. There was also a hint of curiosity, Peter could tell.

Pursing his lips, Peter sealed the door and inspected the living room.

He heard the clattering of silverware and cooking utensils from the kitchen. Peter wasn't used to seeing how primitive the entire cottage was. Still, Peter strolled around and looked at one of the many family photos. This one consisted of Uncle Ben, a younger counterpart, and Aunt May.

Peter heard Aunt May's voice come from the kitchen in a reminding tone saying, "Make sure to sleep early, dear. The first day of school starts tomorrow!"

Oh, hell no. That was it. Tonight, he was definitely going back to get himself equipped. God knows the dangers of a 21st Century high school, especially if Flash Thompson existed.

The Next Day:

Midtown High School:

Peter had left home earlier than his Aunt certainly expected. Well, that was what she was going to find out when she woke up and discovers a note he left on the counter.

Peter didn't go out that night thanks to being under the watchful eye that belonged to Aunt May. Instead, he woke up early, about 0300 hours or so, and made a quick trip to the alleyway he came from. The receiver node was also two-way, so he could travel back and forth between the Facility and New York. Though, he's going to have to ask Solemn Magnitude and figure out a way to set up a node much more convenient to where he was living.

Peter hopped back into the facility that Solemn Magnitude monitored and found said monitor looking over his teammates in the medical wing.

"Their bodies are still adjusting to this universe," Magnitude reminded Peter. "Without a blueprint to go off of, in this case, your blueprint is your counterpart, it will take about a month for them to fully adjust."

"Yes, I know," Peter rolled his eyes. Nothing new so far. "Is my gear ready? I need some equipment for school."

Solemn Magnitude nodded, making no comment of Peter's school bag that was strapped to him nor did he make one of Peter's request of bringing equipment to school.

Mag lead Peter to a room where a few sentinels were busy cleaning and washing away the blood from his teammate's armor. His, however, was relatively clean; free of all the dirt and grime that once covered it.

"You will find your armor to be in satisfactory condition, Reclaimer." The monitor rattled on, hovering next to the crate where his gear laid untouched. "What do you require?"

The first thing that Peter reached for was his trusty fangs. God, the customized combat knife was a beauty to the corporal. He made sure to grab the sheath placed near his shoulder pieces.

'Hmm, nothing to attach this baby to…' Peter examined his civilian apparel, stumped.

As if reading his thoughts, Mag had a sentinel bring two holster-like objects for Peter.

"Wow, thanks." Peter nodded as he grabbed the two items, appreciating the gesture.

"Think nothing of it, Reclaimer."

'Damn, read my mind again.' Peter chuckled at the thought as an idea came to mind. Their weapons didn't make it since the Covenant had stripped them of it.

"I need to use the device replicator, Mag."

"Right this way," Mag said, shooing the sentinel android away to continue with whatever duties he was assigned.

Just like that, with a single thought, Peter had created the reliable M6C/SOCOM semi-automatic pistol. He also made sure to replicate three 12.7mmx40mm SAPHP magazines. A bit overkill? Yes. Peter could never be too safe in an environment like school. He had to stay on his toes and the fact that supervillains were a thing now. Sooner a later a villain was bound to attack a school at any given moment for their own agendas.

"Those are Misriah holsters, Reclaimer," Mag informed Peter exuberantly. "They also have an active-camouflage feature built in them to conceal your weapons."

"These are more like holster clips, but I can see where the idea of a holster came from," Peter replied, attaching the two holsters to his brown belt that he didn't have to necessarily wear. It was just a habit from the days he spent on a ship walking around aimlessly.

The active-camouflage feature worked flawlessly to the outsider's eye. But to the user, it was quite visible.

"Uh, it's not working?" Peter pointed at the two holsters. Had he broken it by pressing the button on each holster? Was that button not meant to be pressed? Peter was utterly confused.

For the first time, Peter heard Magnitude chuckle lightheartedly. "No, Reclaimer. They are visible to you, but to everyone else, they are very much invisible."

"How am I supposed to know that? How the hell does that even work?" Peter asked as he prodded the two holsters clip to each side of his belt.

"When the green light here," Mag shined his orange light to the location he was referring to on the holster, and indeed it showed green, "then that indicates it is active. If it is orange, then it is inactive."

"Huh, that's pretty neat," Peter commented with an approving look. "Thanks for the stuff, Mag."

"My pleasure."

"Guess I'll get going now. Gonna do a little workout then head to school." Peter said more to himself than to Magnitude as he dusted himself off and straightened out his black shirt.

So, Peter bid farewell to the friendly monitor and resurfaced. He wasn't about to let himself go just because of a simple relocation and no reason to fight.

After his three and a half hour workout, it was about time to get to school. He still maintained in top physical shape and looked prepared to go into battle at a moment's notice.

Now, Peter found himself chugging his water jug out in front of the Midtown Manhattan Magnet High School. To think his counterpart attended this dump while he lived all the way out in Forest Hills?

Peter had to sigh. He didn't want to go to school. He's a junior all over again. But, he couldn't stand idly by knowing that Aunt May was without any company. She was sure she had lost her nephew like she had lost Uncle Ben. That reminded him. He needed to search for his missing counterpart sooner or later.

Sighing in content after chugging a portion of the water jug's contents, Peter placed in back in his school bag that felt empty and weightless compared to the gear he carried. Actually, Peter had a sudden urge to have one Sweet William before he started school. Ever since Johnson had recently introduced it to him it was pretty good at calming his nerves without all the consequences.

Suddenly, Peter felt a force push him forward and made him stumble into the ground. Laughter and guffaws followed from all around as Peter picked himself back up and dusted himself. Looks like this universe's Peter was no stranger to ridiculing and harassment.

"Haha! Puny Parker, glad to see you!" The familiar voice of Flash Thompson reached his ears. Looking back, Peter saw Flash and what seemed to be the popular crowd. The usual were there: Liz, Sally, Rand, Glory, and Kenny. They looked no different than the ones he was used to save for the green and white letterman jacket and cheerleader uniforms. When he saw the three others laughing along he knew that this Peter Parker truly had no friends.

Honestly, Peter felt betrayed when his eyes landed on Mary Jane, Gwen, and Harry. Mary Jane and Harry still had their red hair, Mary Jane more so than Harry. But Peter had to admit that Gwen looked far more prettier than his Gwen. She lacked the glasses and baggy clothing and went for more something more revealing and let her hair down.

Peter reminded himself that these were not the people he had grown up with.

"God, what a fucking geek," Sally remarked with venom, scowling at Peter. The ODST wasn't going to put up with this shit and returned fire verbally.

"God, what a fucking slut with an ear-splitting voice," Peter practically growled, silencing the entire courtyard.

The helljumper wasn't sure if everyone in the area was shocked of hearing such a gruff and maturely developed voice coming from the school's own _Puny Parker_ or that the school's own laughing stock verbally ripped Sally Avril, the popular cheerleader, to shreds.

Sally looked absolutely livid after that snarky remark he made. She was about to move towards Peter and physically assault him but Flash's arm prevented her from doing so.

Looking at Flash, Peter saw a cold look replace his once amused expression. Peter gave his own look; a challenging one at that. Silence. Peter could handle that given that he operated in such conditions.

Flash Thompson contemplated whether delivering the blow for Sally or opt for something else. Either way, Peter was ready. His hand reached for the holster containing his blade, ready to draw it out should Flash proceed with his attack.

"Come on, Eugene," Peter lowly taunted, coming off menacingly to everyone. "Gonna hit for the girl or what?"

* * *

 ** _A/N: Man, I have entertained that idea way too long. I hope this long chapter makes up for the extremely long delay in updating._**

 ** _I think the graphic scene in here with the execution of all ten Marines really shows how dangerous and brutal the Covenant really is. The games watered that down for obvious reasons. But this is the Brutes we are talking about here. Savage and untamed beasts._**

 ** _And yeah, that's right. Plasma weapons can easily do that. I mean, come on it's plasma!_**

 ** _Review, and PM suggestions/ideas. Criticism is welcome considering I am not that good of a writer and I hope to improve._**

 ** _Okay, bye. See you all in the next one._**


	4. First Day Frustration

_**A/N: Yes, it is confirmed in the previous chapter that the Marvel universe Peter Parker is missing. He did not switch universes. His whereabouts will be revealed later.**_

 _ **Changed summary. Looked goofy.**_

* * *

 _Midtown Manhattan Magnet High School:_

Flash Thompson was not an easy person to intimidate. Those who threatened him or even talk crap behind his back were promptly taught a painful lesson. Kenny and Osborn were his backup and they were always present beside him. No one in Midtown High dared oppose the terrifying trio.

Now, looking at his favorite target, Flash was clearly put off. Puny Parker never spoke out or even retaliated verbally when he and all the other populars harassed him. So it was pretty unusual to see the boy unleash an attack consisting of harsh words directed at Sally, no less.

Though, Flash was reluctant to agree with Parker for the very first time. Sally did have a grating voice that reminded him of nails on a chalkboard. Still, calling Sally a slut was very much uncalled for. Looked like Prissy Parker wanted a war, Flash thought.

Flash was the only thing holding back Sally from outright beating up the nerd. But...Parker didn't look like a nerd this time. The bookworm glasses were gone, he was no longer lanky and skinny, and his shy and meek behavior was replaced with ferocity and aggressiveness.

Flash wasn't dumb enough to cause a scene on the first day, as much as he wanted to teach Parker his place. He was very tempted to rush forward and give the biggest beating he ever gave to Parker. But, he had other ideas.

Leaning in near Sally's burning red hot ear,—probably from anger— Flash whispered, "Not now. We'll teach this dweeb a lesson at Lunch or somethin'."

Sally looked contemplative for a moment before nodding with a glare aimed at Peter Parker.

To conclude the scene, Flash said aloud, "Jesus, Parker! You're a freak!"

That was enough to make some outright point and laugh at the geek. Even without the associated accessories, Parker was still a wallflower in his eyes.

"Parker's crazy!" Osborn added, his obnoxious laugh following. That seemed to have spur more laughs from everyone else.

Yep, that'll do. For the time being, Flash considered this satisfactory until later.

* * *

Liz Allan was not easily impressed with most of the boys in her school. Flash was an exception, for he was her boyfriend and the manliest of them all. He was the Midtown Mustang's quarterback and he didn't disappoint.

She joined up in Flash's outings to harass the nerd that was Peter Parker. She knew their reasons and she was inclined to agree with them. Peter Parker was a geek and he was immediately shunned away from everyone. People avoided him like a disease. Nobody wanted to hang around the boy that they deemed unworthy. With the way he was acting last Liz saw, Liz was confident that Peter's status was never going to change. It was a fact.

Sally was her best friend, and to see her be outright insulted by the unpopular nerd, nobody would be surprised that Liz wasn't pissed herself.

Liz wouldn't be lying if she said she wasn't impressed with the display. Every boy was took weak in the knees or were afraid of their own reputation to speak out against Sally. If Liz didn't see it herself then she wouldn't believe that Puny Parker grew a backbone. She didn't think he had any bones to begin with last she remembered.

This Peter Parker was nowhere near the Peter Parker Liz knew. He had a certain aura to him that Liz was unable to explain. All she could think at the time was that Parker had certainly changed. And not in a good way; he could possibly pose a threat to the popular crowd.

Besides, she joined the laughter once Flash defused the situation. She knew her man was going to avenge Sally, and Liz wanted to be there when he did.

* * *

Mary Jane Watson was possibly the most beautiful girl the school has ever had. Her figure coupled with her luscious and vibrant red hair along with a perfectly shaped face had granted her popularity. She didn't mind at all.

She, like the others, frowned upon the unpopular kids like Peter Parker. He was unworthy of holding such a title in the school. He wasn't athletic, fashionable, and attractive. The glasses coupled with his interest in science was a major turn-off for most of the girls. They steered clear of him ever since Freshman year.

Mary Jane was warned to stay as far as possible from the Parker boy. It was an inconvenience to find out that the boy was her next-door neighbor. She always made sure to avert her gaze whenever Parker was near her after school. He didn't seem to have the courage to speak to her, anyway.

Sure, his Uncle died and she was there to see the aftermath of police officers and paramedics, but that was, like, three months ago. That was enough time to recover, right?

But to see the so-called "nerd" speak against Sally was shocking. It just came out of nowhere. Sally was absolutely destroyed by his comeback. His voice, Mary Jane noted. It was gruff like a Sergeant in the Marines. It held tiredness and a bit of hoarseness. Just how could a teenager like _Parker_ develop such a voice? And to think Parker had the balls to disrespect Sally Avril like that?

Never in a million years.

* * *

Gwen Stacy was as beautiful as Mary Jane Watson. They were often compared in terms of beauty but it was often declared a draw. Gwen had remarkable blue eyes and blonde hair that seemed to glisten in the sun. Her figure was comparable to that of Mary Jane and Liz. It didn't come off as a surprise to anyone that she was instantly deemed popular by Flash Thompson.

What did come off as a surprise though was Peter Parker's outlash. The cretin had disrespected her friend Sally. They wouldn't let that one slide without a proper and fitting punishment. But his voice had caught Gwen off guard. Last she remembered Peter's voice it certainly wasn't as deep and gruff as it was now.

Then his body caught Gwen off guard once more. He was not the human skeleton he once was. Puny Parker was more developed and noticeably more muscular. Gwen had a knack of noticing the smallest of details. It wasn't well-known that Gwen could hold her own and match Peter when it came to academics. Who would expect a beautiful creature like Gwen was actually far more intelligent?

Still, Gwen didn't like the change Parker went through. He was supposed to be the victim, not Sally. Gwen wanted to be there when they avenged their friend. No one, especially the nerd that was Peter Parker, gets away with publicly embarrassing one of their own.

* * *

Harry Osborn was a handsome fellow with dark red hair. Everyone wanted to be his friend and Harry couldn't blame them. He was, after all, the richest kid in the school thanks to his father's company Oscorp.

Osborn was anything but weak. He made a fine QB when Flash was unable to make it to their practices or games. Though, he'd much rather prefer being a linebacker over that.

Safe to say that the popular guys and gals were arrogant and demanded everyone's attention and respect. They had full authority of the cliques and no one dared to overthrow them.

Parker was Osborn's favorite target much like Flash and Kenny. He was the weakest and weirdest of them all. They were doing what was necessary, Harry Osborn once said. Everyone agreed to that. Beating up and making sure nerdy Parker knew his place was imperative.

Parker slandering one of their own was absolutely unacceptable. Osborn was quick to add on to Flash's verbal retaliation. Harry supposed that he and Flash think alike.

Still, Harry, like everyone else, was utterly shocked to hear the drastically different voice that came from Peter Parker. Then there was the physical change to Parker. It was once said that Puny Parker was boneless, derived from the meme "boneless pizza" and everyone laughed their socks off. Now, however, Parker was nothing like boneless. Quite the opposite, actually.

It didn't matter. Once a nerd, always a nerd.

* * *

' _Really? Meh, had worse,'_ Peter mentally shrugged, returning to his usual stance as he drew his hand away from the currently invisible holsters. The laughter didn't bother him at all. Neither did the pitiful jab. He assumed that they were planning something special for him during lunchtime or after school. Maybe both. Peter was prepared to find out.

Shrugging, Peter didn't say a word and made his way inside the school, confusing just about everyone. He could see the disappointed look Flash had when he learned that the tactic had no effect on him out of the corner of his eye as he pushed the entrance doors open.

"Damn," Peter faintly heard Kenny curse. One thing was for certain, though. The entire popular crowd didn't look so happy with Peter's lack of reaction if the glares and scowls were any indication to Peter.

' _Okay, have to get my schedule…'_ Peter wandered through the halls. He noticed that every student he passed had steered clear of him, but they looked confused. Must've been the drastic transformation. ' _Looks like this Parker was popular, but not in the good way.'_

Eventually, Peter found the office. He entered, asked for the desk lady for his schedule, she asked for a name, offered said name, waited, and finally got his schedule. Parker mumbled a 'thank you' out of common courtesy and left the office. Quick and clean, just the way the ODST liked it.

Peter wandered the halls once more, passing lines of lockers, students, and the occasional makeout session up against the locker. God, how he disliked the number of hormones floating about.

No one seemed willing to help the easily lost ODST and Peter wasn't willing to ask for help. Not yet, at least. ' _Jesus Christ, are there any maps?!'_

Peter glanced down to the schedule in his hands frustratingly. First period was room 707. He didn't bother with the class. All that mattered was the room. Looking around, Peter found himself in the 600s hall, a major improvement from his initial adventure in the 200s.

Eventually, after a long and tedious moment of thinking and reflecting, Peter found the 700s. The damn school was like a maze. Peter was _amazed_ that the students managed to find their way around the school, no pun intended.

"Well, looks like this is it." Peter said to no one in particular as he stood in front of room 707. As soon as he finished his sentence the bell decided to ring and the multiple shuffles of feet and doors clicking open followed.

Sighing, Peter adjusted his school bag with a bump of his shoulder before stepping forward to enter his first class.

' _Just how did I get from fighting the Covenant on the Ark to attending school? Oh, right…'_

* * *

Corporal Parker's first four classes were uneventful. It was the same damn procedure when it came to the first weeks of school. Introductions, course overview, papers that needed to be signed by parents, blah, blah, blah. Peter was just about ready to turn in and sleep because he was just that bored. Sure, he could've ditched with no consequences. But there was Aunt May who had supposedly got her nephew back. Walking away from it all when he was this deep would be heartbreaking for her and it would raise questions, too.

Peter walked in his fifth class of the day: Advanced Biology.

Peter was a bit surprised to find Flash, Liz, Sally, and all the popular people already there including Mary Jane, Gwen, and Harry. As soon as he walked in their eyes shifted to him, but he ignored them easily. Some dude called Mr. Warren taught the class as indicated by the name written in black marker on the whiteboard at the front of the class.

Taking a seat and disregarding the stares, Peter carelessly dropped his school bag on the tiled floor and leaned back to relax until the bell rung. To pass the time, he listened to the conversation that Flash and his band of popularity continued shortly after.

"Parker is such a weirdo," Liz Allan commented, her volume not too loud yet not too quiet. Just the right amount so that Parker could hear her loud and clear. To Peter, it sounded like they started up a new conversation based on him just to spite him.

' _Gonna have to try harder than that,'_ Peter mused, chuckling quietly to himself.

"Yeah," Sally agreed a bit too loudly. "He's such a freak."

Peter kicked his feet up on the desk and rested his hands on the rear of his head. He'd like to think he pulled off the careless look pretty well. Too bad he disturbed the female student in front of him. Turns out the desks were placed in rows. Peter didn't bother paying attention to that little detail when he walked in.

"Dweeb's got nothing on us," Flash spoke confidently with a grin. Peter had to roll his eyes. Were they only going to talk about how freaky, weird, and strange he was? That was just pathetic and weak.

"Hey!" The girl in front of him quietly hissed. Peter retracted his feet and placed them back on the floor. When he did just that it revealed a girl with red hair similar to Mary Jane's and looked just as beautiful. Peter paid no mind to the green sweater she wore and answered without missing a beat.

"Yeah, what?"

She seemed shock when she heard his voice. Caught off guard, she looked uncertain for a moment. Then, with narrowed eyes, the Mary Jane look-alike continued, "You're an asshole!"

"And?"

The ODST didn't think it was possible that her eyes would narrow even more. "You just put your feet up on that desk without knowing that _I_ was in front of you?"

Peter shrugged. "Meh. Didn't notice," He answered truthfully.

She didn't seem to buy it. "That's bull."

"Okay, okay. Sorry." Peter apologized, but the tone he was using suggested he wasn't being as sincere.

"Just don't do it again," She muttered as she turned back around to plop her head on the desk with her arms acting as a makeshift pillow.

The bell chose that time to ring. Peter couldn't help but laugh at the annoyed growl that came from the pretty girl in front of him.

The class settled down so that meant no more hearing Flash's group deliberately trash talk him. Thank god.

Mr. Warren was nothing special. Plain old teacher and like the other previous classes, he gave an introduction, course overview, and then an activity for the class to get to know one another.

Peter didn't complain when he was paired with the redhead sitting beyond him. She looked mildly annoyed since she was woken up from her tired nap.

Back to third grade for the time being, Peter supposed as he looked at the so-called worksheet laid out in front of his desk. Meanwhile, redhead girl moved her desk beside his so that they could work together more comfortably.

The corporal heard the nearby snickers from the popular group. Again, he ignored them. He wouldn't give them the satisfaction.

"How do you put up with them?" The redhead beside him asked, hooking her thumb towards the obnoxious popular table.

"Got bigger problems than a bunch of dickheads wasting their time to make my life miserable." Peter replied coolly. There was Buck, Romeo, Dutch, Rookie, and Mickey to worry about as well as their predicament. That got him thinking.

The portal of transgression thingy should be destroyed by the Flood-infested High Charity crashing. Peter hoped to god that the Brute Chieftain somehow survived the crashing of High Charity so that he would suffer a horrible death by the hands of the Flood.

' _God, I almost want to be there to see that…'_

Peter could almost picture the scene in his head. A pretty disturbing scene yet satisfying considering who the victim was. He'd seen plenty of infected Brutes in...Voi,

"—rker? Peter?"

Peter was shaken out of his thoughts by a hand waving between his vision. Must've spaced out, but it wasn't as bad as last time.

"Huh?"

"You okay? You spaced out for a minute." The redhead asked, concern seeping into her tone. Her green eyes seemed to have matched her tone, indicating that she was genuine.

"Yeah," The veteran nodded, clearing his mind of the bad memories. He didn't want to think of... _that_ right now. "I'm good. Good."

"Okay, then," She shrugged before turning to look at her own worksheet.

The worksheet was one of those 'get to know your partner' kind of worksheet. Peter hadn't even written anything on it yet.

"You, uh," the redhead coughed awkwardly, "gonna start?" She gestured to his empty paper.

"Oh, right." Peter nodded before grabbing his pencil from his school bag that he had relocated to under his seat earlier. Peter guided his pencil—he still hadn't gotten used to using No. 2 pencils—and wrote his name twice. One went on the top of the sheet and the other where it read, "Your name:"

Parker's eyes flickered to the right a bit and found partner's name beside with a line following, providing space to write. Looking over to the redhead mindlessly scribbling on her sheet, he asked, "Hey, what's your name, kiddo?"

' _Son of a—'_ the ODST mentally cursed at the slip of tongue. He must've been too accustomed to calling teenagers and children kiddo back in his semi-early years. He'd rescue a few civilians and some were teenagers and children lost. He'd address them all as 'kiddos' considering the age difference.

" _Kiddo?"_ The redhead repeated incredulously, giving him a strange look. "You're one to talk! You're the same age as me!"

Parker forced himself out of memory lane for the second time and answered, "Sorry, uh. Don't know where that came from."

His lips formed a smirk when he added, "I don't sound like someone your age, though."

"Tch," she shook her head. "Whatever. My name's Jean."

Peter gave her an expectant look. "What, no last name?"

"Jean Grey," she relented with a small sigh.

"That's better," Peter said with a small smile, writing the name down with accuracy. He looked at the list of words that seemed to go on endlessly and read each one. The questions he had to ask Jean were boring and bland. Absolutely no taste. So, Peter asked his own questions. "So, who are you interested in?" If he was going to live as a teenager in High School then he was going to indulge himself in a little gossip to both entertain and pass his time here.

"What?" Jean squeaked, surprised at the question presented.

"You heard me. Who do you _like?_ " Peter repeated, emphasizing the final word.

Jean folded her arms and frowned. "That's not what a boy is supposed to ask a girl," She muttered.

"I don't hear a no," Peter teased Jean, a smile creeping onto his face.

Jean's frown transformed into a look of annoyance as soon as Peter laid his elbow on the desk and rested his hand against his temple.

"Piss off," Jean warned Peter.

"Fine, okay." Peter let the subject slide once he noticed that she was getting a little too defensive. So, he fired up his next question. "Who's the worst out of the in-crowd?"

"Tie between Flash and Avril." Jean answered with no hesitation, drawing an amused look from the leatherneck.

"You were pretty quick to answer that," Peter remarked. "Flash's name used to be Eugene," Peter tossed out that little fact. Hopefully Jean will use that information wisely.

"Pfft!" Jean barely contained herself. Luckily her snickers were inaudible to the chatty classroom. "You're kidding?"

"Nope," Peter shook his head.

That was enough to make Jean burst out into hysterical laughter, her fist slamming against the desk the entire time. Everyone around them gave her strange looks but chose not to comment.

Flash must've had a Flash-sense, Peter thought. He suddenly turned towards them and looked suspicious. Then his gaze landed on Peter and he returned fire with his own glare that discouraged Flash from continuing his starring. So, Flash turned back to his group and continued whatever bullshit conversation he was having with them.

"Oh, I think you and I are going to be great friends," Jean said with a tiny smile once she recovered from her outburst.

"Great…" Peter rolled his eyes. Now he had a friend. That was perfect. Not!

' _Was really hoping I wouldn't get attached to anyone,'_ Peter internally groaned. Even more reason to not disappear. Jean would begin to question, and so would everyone else, of his whereabouts. Though, the worse that Flash and his goons could do was spread rumors in his absence.

"I'm going to get a drink," Peter suddenly announced, peeling himself away from the desk and approaching Mr. Warren who was sitting at his desk.

' _God, they still have those desks with the seat attached?'_ Peter complained to himself.

With a few words exchanged, Mr. Warren gave Peter the green light to get a drink of water. Peter left the classroom, letting the chatter to roam outside for a brief moment before being muffled.

Unfortunately, the water fountain seemed to be a package with the restrooms. That meant he had to go to the restrooms—if he could find it—and then enjoy the sweet taste of H2O.

Peter would've drunk the water from his water jug resting inside his school bag, but he had finished its contents earlier. That resulted in a few restroom breaks. He didn't think he could handle going to the shitstain that was the boy's bathroom anymore.

Peter roamed the empty halls in search of the restroom and eventually stumbled upon it. Approaching the fountain, he leaned in and pushed in the round button and slurped up the water that sprayed. It wasn't as good but it wasn't as bad. It was enough to quench his thirst for the moment.

Footsteps, though quiet, echoed throughout the hall. Its source was unknown, but Peter didn't care as he continued to slurp. Then those footsteps came closer and towards him. He was sure it was an ambush from Flash.

And so, Peter waited for the right moment…

Then, BOOM! With speed that would make a speedster proud, Peter spun around and put his forearm forward then pushed the unsuspecting Flash up against the wall beside him.

A feminine gasp of surprise came from the victim.

The ODST realized it was Liz Allan, and surprise and fear roamed in her eyes. Peter suddenly had a flashback of this particular setting with this particular girl. He hadn't been in this position in over twenty years. It was so vivid in his mind despite the time that had gone by since. The goodbye, see you later, hugging, everything.

A whimper came from the girl he was pinning against the wall with his forearm a tiny distance away from her neck. That whimper had shaken him out of his dreamlike state.

"Liz," Peter scowled, eyes narrowing dangerously. "What are you doing here?"

* * *

Liz Allan thought this would go off without a hitch. She had asked Mr. Warren if she could use the restroom and he relented. She followed the nerd that was Parker with hatred and a bit of intrigue. She was going to deliver some harsh words to him that were sure to make him think twice.

She made sure to stay a good fifteen feet away from the wallflower. So far he hadn't noticed she was trailing behind.

Once Parker disappeared behind some walls that belonged to the restroom, Liz heard the unmistakable sound of a fountain running and faint slurping. It sounded enhanced to Liz, but that may just be because of how silent the halls were during class time.

Soon, Liz found herself facing the back of Peter. He was leaning down to drink the fountain of water. Good. A mischievous grin appeared on her face. No doubt would he be spooked and piss his pants when she announced her presence.

Taking a few steps closer, Liz was prepared to scare the soul out of the bookworm.

Then the unexpected happened.

In a flash, Liz suddenly found herself pinned to a wall by a firm arm. That had startled her, and she was terrified of what would happen next. She was both shocked and frightened to find that the arm belonged to the Pissy Parker. She looked into his eyes and found something peculiar. There was a certain look in his eyes that screamed recognition—like a memory. That befuddled Liz. Was he behind another situation similar to the one she was in? Either way, she was helpless and afraid—no, not afraid, shook. So shook that she whimpered.

Peter's eyes seemed to refocus now. "Liz," He scowled, eyes narrowing. "What are you doing here?"

* * *

The helljumper stared into Liz's eyes, his expression unwavering. Though, Peter pushed down the memories that were resurfacing. Memories that were created over twenty years ago.

"L-Listen here, you fucking freak!" Liz snarled. Peter could tell her confidence was not at its peak. He cocked his head as if telling her to continue with whatever insult. "L-Let me go! I don't appreciate you talking down Sally like that and I sure as hell don't appreciate you holding me like a fucking hostage!"

All he did was give Liz a 'Really?' look. After a moment of contemplation, and a heated glare from the cheerleader, he withdrew his arm. Liz made a sigh of relief but still gave Peter a look of hatred.

"Whaddya want from me, woman?"

She still must've found his voice to be off-putting. Peter internally smiled.

"You're going to get what's coming and no one's going to save you."

"I think I can handle myself," Peter said, patting his chest to emphasize his point.

"Yeah, right," Liz scoffed, an amused expression taking over her face. She already looked triumphant from the battle that was bound to happen. "You're weak, you have no friends, and you're outnumbered."

' _Wait till' you meet my team...'_ Peter wanted to say aloud. ' _In about a month. Oh, man…'_

Instead, he went with, "Okay."

Before Liz could say anything, Peter spun around and walked back to class. Liz didn't trail behind, Peter checked. Maybe she had to use the bathroom or she was shocked. Oh, if only his team was awake by now.

 _Later…_

Lunchtime came and Peter was prepared for the unexpected. He could never be too sure if there was a bomb rigged in his meal, some poison in his milk, or a tripwire somewhere. Maybe he was overthinking it.

Yup, he was definitely overthinking it. Flash, Mary Jane, Gwen, Harry, Liz, Sally and the others were no Insurrectionists. Peter wouldn't be surprised if they actually were, but that was not the case.

Sitting at a table, the helljumper was reduced to eating the garbage that was 21st-century school cafeteria-served food. God, it was awful. Peter was extracting a piece of uncooked fries from his mouth using a napkin. His supposed friend, Jean Grey, was sitting across from him. Her amused expression did not make the current situation any better.

Peter stopped himself from making a comment about 21st-century food. That would've definitely sounded odd to Jean.

"What is it with school food?" Peter asked Jean with a disgusted expression.

"It's all about the pizza," Jean said with a giggle. "The only good food they serve. Thought you'd know this by now."

"Must've forgotten," Peter said flatly, easily crafting up the lie.

"Still can't believe someone as young as you are has a voice like that," Jean said, staring at Peter.

"You think I would make a good DI?" Peter asked, being honest for a second.

"A D-what?" Jean said, raising her eyebrow out of confusion.

"Oh, right…" Peter mumbled before elaborating, "Drill instructor, y'know? The Marines?"

"You mean a drill sergeant?" Jean asked to clarify, idly poking at her uneaten beans on her plastic tray.

"No, I mean drill instructor. Look it up, there's a difference."

"You're a bit too young to be one, anyway. But you've certainly got the voice down."

Peter was about to open his mouth to speak, but he noticed something strange. Despite all the yakking currently going on in the cafeteria, Peter was able to hear slight hissing. It was coming from above.

Looking up, the trooper observed the balloon that was most certainly filled with water look about ready to drop directly on top of them. It seemed to be connected to the ceiling on a weak string that was about ready to collapse.

"Move," Peter commanded roughly without looking at Jean.

"What?"

"I said move!" The ODST barked, making Jean hastily move away from the table as she was told. Peter followed suit, backing away from the table and positioning himself next to Jean, drawing curious and confused looks from several students.

"Back up, now," Peter commanded, this time more gently. Jean nodded, but she wasn't doing it on her own free will. Parker was guiding her, his hands firmly pulling her back.

' _Impact and height. Shit, the blast radius is definitely going to hit those students…'_

The water balloon dropped and smacked the table, exploding. Their lunch was drenched in water, but so were a few students.

Jean's eyes were wide as her eyes looked to where she once sat. She would've been soaked if it hadn't been for Peter.

"Who—"

"Flash…" The trooper growled, twisting his head towards the popular table. Jean followed his gaze and looked pissed.

Those sitting at the popular table didn't look too pleased that their target had avoided the prank that they had rigged.

The students who were affected by the prank looked to Peter, but all he did was gesture towards the popular table. All of them affected immediately went back to eating or keeping their heads down. They were intimidated, that much Peter could tell. Good thing Flash and the others were too focused on watching him.

Peter contemplated reaching for his M6C/SOCOM pistol and drawing it out. The idea of pulling out the pistol and shooting Flash was tempting, but Peter was no madman. Maybe a warning shot? Now, that was an idea he entertained.

"Faggot!" Kenny yelled from their table, making everyone there laugh.

A look of betrayal crossed Peter's face when Gwen, Harry, and Mary Jane laugh along with the pitiful insult. That looked passed as fast as it appeared.

"Look, maybe we should go outside?" Jean suggested, hoping to tear Peter away from the sight and sound.

"Yeah," Peter said through clenched teeth, seething. His hand hovered over the holster that carried the ODST's most trusted secondary for a while. Then he drew his hand away and grunted. "Let's go."

Peter ignored the in-crowd and half the cafeteria laugh at him as he made his exit. Somehow they had coaxed several others to join their mocking and ridiculing of ol' Puny Parker.

Peter didn't care. He reminded himself that there were more important things than some jackasses trying to get a reaction out of him.

' _This is going to be a long month alone,'_ Peter sighed. Then he remembered that Jean was following close behind.

' _Or...maybe not.'_

* * *

 _ **A/N: Yes, Jean Grey attends Midtown High. I know, very different, but it mixes things up a bit. She will get her powers soon, so don't worry. All those popular people are dicks, am I right?**_

 _ **Thoughts, concerns, comments, review? PM me, except the review. You review in the REVIEW section, k?**_


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